JPMorgan Chase & Co. (JPM) 10-K risk factor changes: FY2025 vs FY2024

[removed: The principal risk] [added: Any of these] factors [removed: that] could [added: materially and] adversely affect JPMorganChase’s [removed: business,] [added: business and operations,] results of operations, [removed: financial condition, capital position, liquidity,] competitive position or [removed: reputation include:][added: reputation.]

- [added: Legal and] Regulatory risks, including the impact [removed: that applicable laws, rules and regulations in the highly-regulated] [added: of extensive supervision] and [removed: supervised financial services industry,] [added: regulation,] as well as changes to or in the application, interpretation or enforcement of [removed: those laws, rules and regulations, can have] [added: applicable law or executive branch actions,] on JPMorganChase’s business and [removed: operations, including JPMorganChase incurring additional costs associated with assessments, levies or other governmental charges;] [added: operations;] the ways in which differences in [removed: financial services regulation and supervision] [added: regulatory implementation] in different jurisdictions or with respect to certain competitors [removed: can] [added: could] negatively impact JPMorganChase’s business; the ways in which governmental policies that discourage or penalize business relationships with [removed: clients in] certain industries, or require specific business practices, [removed: can] [added: could] negatively affect JPMorganChase's businesses; the penalties and [removed: collateral consequences, and higher compliance and operational costs,] [added: other repercussions] that JPMorganChase [removed: may incur] [added: could face] when resolving [removed: a regulatory investigation;] [added: litigation or investigations by governmental authorities;] the ways in which less predictable legal and regulatory frameworks in certain jurisdictions [removed: can] [added: could] negatively impact JPMorganChase’s operations and financial results; and the losses that security holders and other unsecured creditors will absorb if JPMorganChase were to enter into a resolution.

- Political risks, including the potential negative effects on JPMorganChase’s businesses due to economic uncertainty [removed: or instability caused by] [added: resulting from] political developments.

- Market risks, including the effects that [added: unfavorable] economic and market events and conditions, political developments, changes in interest rates and credit spreads, and market fluctuations [removed: can] [added: could] have on JPMorganChase’s [removed: consumer and wholesale businesses] [added: businesses, investments] and [added: market-making positions, as well as on] its [removed: investment] [added: earnings] and [removed: market-making][added: liquidity and capital levels.]

[removed: positions] [added: Changes in interest rates] and [removed: on] [added: credit spreads could adversely affect] JPMorganChase’s earnings [removed: and] [added: or] its liquidity and capital [removed: levels.][added: levels.]

- Credit risks, including [removed: potential negative] [added: the] effects from adverse changes in the financial condition of clients, customers, counterparties, [removed: custodians and] central [removed: counterparties;] [added: counterparties and other market participants;] the potential for losses due to declines in the value of [removed: collateral in stressed market conditions;] [added: collateral;] and potential negative impacts from concentrations of [removed: credit risk with respect to clients, customers, counterparties and other market participants.]

- Liquidity risks, including the risk that JPMorganChase’s [removed: liquidity] [added: ability to operate] could be impaired by [removed: market-wide illiquidity or disruption, unforeseen liquidity or capital requirements, the inability to sell assets, default by a significant market participant, unanticipated outflows of cash or collateral, or lack of market or customer confidence in JPMorganChase;] [added: constrained liquidity;] the dependence of JPMorgan Chase & Co. on [removed: the cash flows of] its [removed: subsidiaries;] [added: subsidiaries for funding;] and the potential adverse effects that any [removed: downgrade in any] [added: downgrades] of JPMorganChase’s credit ratings [removed: may] [added: could] have on its liquidity and cost of funding.

[removed: - Capital risks, including the risk that any] [added: Any] failure by or inability of JPMorganChase to maintain the required level and composition of capital, [added: any decision by JPMorgan Chase to use its regulatory buffers allowing capital ratios to decline below regulatory requirements] or unfavorable changes in applicable capital requirements, could [removed: limit] [added: have an adverse impact on] JPMorganChase’s [removed: ability to distribute capital to] shareholders [removed: or to support its business activities.][added: by:]

- Operational risks, including risks associated with JPMorganChase’s dependence on its operational systems and its employees, as well as the systems and employees of [removed: third parties, market participants] [added: acquired businesses] and [removed: service providers;] [added: external parties;] the [removed: potential negative] [added: harm that could be caused by a successful cyber attack affecting JPMorganChase or by other extraordinary events; the adverse] effects of failing to identify and address operational risks [removed: related to the failure of internal or external operational systems,] [added: associated with] the introduction of or changes to products, services and delivery platforms or [removed: the adoption of new technologies;] [added: technologies, as well as] risks related to [added: data management processes; risks related to] safeguarding personal information; [added: potential adverse effects of failing to comply with applicable standards for] the [removed: harm that could be caused by a successful cyber attack affecting JPMorganChase or by] [added: oversight of vendors and] other [removed: extraordinary events;] [added: service providers; and] risks associated with JPMorganChase’s risk management framework and control environment, its models and estimations and associated judgments used in its stress testing and financial statements, and controls over disclosure and financial [removed: reporting; and potential adverse effects of failing to comply with applicable standards for the oversight of vendors and other service providers.][added: reporting.]

- Strategic risks, including the damage to JPMorganChase’s competitive standing [removed: and results] that could [removed: occur if management fails to develop and execute effective] [added: result from ineffective] business strategies; risks associated with the significant [removed: and increasing] competition that JPMorganChase faces; and the potential adverse impacts of climate change on [removed: the][added: JPMorganChase’s business and operations and those of its clients and customers.]

- Conduct risks, including the negative impact that [removed: can] [added: could] result from [removed: the actions or] misconduct of [removed: employees, including any failure of employees to conduct themselves in accordance with] JPMorganChase’s [removed: expectations, policies and practices.][added: employees.]

- Reputation risks, including the potential [removed: adverse effects on JPMorganChase’s relationships with its clients, customers, shareholders, regulators and other stakeholders] [added: negative commercial impacts] that [removed: could] [added: can] arise from [removed: employee misconduct, security breaches, inadequate risk management, compliance or operational failures, litigation and regulatory investigations, failure] [added: JPMorganChase’s decisions related] to [removed: satisfy expectations concerning environmental, social] [added: clients] and [removed: governance concerns,] [added: business activities; and the] failure to effectively manage conflicts of interest or to satisfy fiduciary obligations, or other factors that could damage JPMorganChase’s reputation.

- Country risks, including potential impacts on JPMorganChase’s businesses from an outbreak or escalation of hostilities between countries or within a country or region; and the potential adverse effects [removed: of local economic, political, regulatory and social factors on JPMorganChase’s business and revenues in certain countries in which it operates.]

- People risks, including the criticality of attracting and retaining qualified [removed: employees; and the potential adverse effects of unfavorable changes in immigration or travel policies on JPMorganChase’s workforce.][added: employees.]

*The above summary is subject in its entirety to the discussion of the risk factors set forth [removed: below.*][added: below.*]

[removed: Regulatory][added: - regulatory intervention]

- [removed: limit] [added: limiting] the products and services that it offers

- [removed: reduce] [added: reducing] the liquidity that it [removed: can provide] [added: provides] through [removed: its] market-making activities

- [removed: refrain from engaging in] [added: forgoing] business opportunities that it might otherwise [removed: pursue][added: pursue, or]

- [removed: incur losses, including with respect to] [added: absorbing losses arising from] fraudulent transactions perpetrated against its [added: clients and] customers

- [removed: dispose] [added: disposing] of certain assets, and [removed: do] [added: doing] so at [added: disadvantageous] times or prices [removed: that are disadvantageous]

- [removed: increase] [added: increasing] the prices that it charges for products and services, which could reduce the demand for [removed: them.][added: them]

- increased regulatory [removed: and supervisory] scrutiny

- [removed: regulatory and governmental] enforcement actions [added: by governmental authorities]

- the imposition of [removed: fines,] penalties [removed: or other sanctions]

- larger firms such as JPMorganChase [removed: are] often [removed: subject to] [added: face] more stringent [removed: supervision, regulation] [added: supervision] and [removed: regulatory scrutiny][added: regulation]

- the [removed: financial services] regulatory and supervisory framework in a particular jurisdiction may favor [removed: financial institutions that are based in that jurisdiction.][added: locally-based firms.]

[removed: For example, when adopting rules] that are [removed: intended to implement] [added: stricter than] a global [removed: regulatory or supervisory] standard, [removed: a national regulator may introduce additional or more restrictive requirements,] which [removed: can] [added: could] create competitive disadvantages for [removed: financial services] [added: those] firms, such as JPMorganChase, that [removed: may be] [added: are] subject to [removed: those] [added: the] enhanced regulations.

[removed: Legislative and regulatory] [added: Regulatory] initiatives outside the U.S. have required and could in the future require JPMorganChase to [removed: make significant modifications to] [added: significantly modify] its operations [removed: and] [added: or] legal entity structure in the [removed: relevant countries or regions] [added: places] in [removed: order to comply with] [added: which] those [removed: requirements.][added: initiatives are implemented, such as requirements for:]

- [removed: the establishment of] [added: establishing] locally-based intermediate holding companies or operating subsidiaries

- [removed: requirements to maintain] [added: maintaining] minimum amounts of capital or liquidity in locally-based subsidiaries

- [removed: the separation] [added: separating] (or “ring fencing”) [removed: of] core banking products and services from markets activities

- [removed: requirements for] the orderly resolution of financial institutions

- [removed: requirements for] executing or settling transactions on exchanges or through central counterparties (“CCPs”), or [removed: for] depositing funds with other financial institutions or clearing and settlement [removed: systems][added: systems, and]

- [added: governance, control,] conduct of business and [removed: control requirements, and][added: compensation standards.]

[removed: These types of differences,] [added: Differences,] inconsistencies and conflicts in [added: applicable law related to] financial services [removed: regulation] have required and could in the future require JPMorganChase to:

- maintain higher levels of capital and [removed: liquidity, or absorb increased capital and] liquidity [removed: costs]

- incur higher [removed: operational] [added: operational, compliance, capital] and [removed: compliance] [added: liquidity] costs

- [added: limit the products and services that it offers, or] change the prices that it charges for [removed: its] [added: those] products and [removed: services][added: services, or]

- [removed: curtail the] [added: hamper its ability to deliver] products and services [removed: that it offers] to its [removed: customers and] clients [added: and customers]

The principal risk factors include:

credit risk with respect to clients, customers, counterparties and other market participants.

- Capital risks, including the risk that JPMorganChase’s ability to distribute capital to shareholders or to support its business activities could be limited if it does not satisfy applicable regulatory capital requirements.

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of local economic, political, regulatory and social factors on JPMorganChase’s business in certain countries in which it operates.

The following terms which are used in the risk factors set forth below have these meanings:

“applicable law” means the laws, rules and regulations that apply to JPMorganChase’s businesses in the jurisdictions in which it operates.

“extraordinary events” include any of the events or circumstances mentioned in the risk factor entitled “JPMorganChase’s operations, results and reputation could be harmed by occurrences of extraordinary events beyond its control.”

“governmental authorities” means governmental and regulatory agencies, legislative and judicial bodies and other governmental entities and authorities in the countries, states, municipalities, territories, regions and other jurisdictions in which JPMorganChase does business.

Legal and Regulatory

JPMorganChase’s businesses are highly regulated and are significantly affected by applicable law and supervisory expectations.

JPMorganChase must comply with applicable law in all of the jurisdictions around the world where it does business.

Like other financial services firms, JPMorganChase is subject to extensive supervision and regulation that significantly affects the way that it conducts its business and structures its operations.

The supervisory and regulatory framework also imposes requirements for JPMorganChase to implement and maintain compliance programs, and the complexity of these programs can increase its risks of non-compliance.

In addition, entering into or acquiring a new business or expanding current business could increase the scope of applicable law or supervision and regulation to which JPMorganChase is subject.

JPMorganChase has in the past and could in the future be required to modify its business and operations in response to changes in applicable law, regulatory decisions or supervisory expectations, such as:

- paying higher taxes or other governmental charges

- otherwise restricting its business activities.

These types of changes could increase JPMorganChase’s costs or reduce its revenues.

In addition, any failure by JPMorganChase to comply with applicable law or meet supervisory expectations could result in:

- reputational harm.

Furthermore, regulators or governmental authorities could adopt new interpretations of applicable law or supervisory expectations, and in certain circumstances, JPMorganChase could be required to demonstrate that prior conduct complies with these new interpretations.

This situation could increase the risks associated with non-compliance and result in the imposition of penalties or enforcement actions.

In addition, the business or operations of financial services firms such as JPMorganChase may be negatively affected by executive orders or other executive branch actions that seek to regulate those businesses or operations.

Differences in the supervision and regulation of financial services firms could require JPMorganChase to modify its operations and incur higher operational and compliance costs.

Various factors could influence the scope of applicable law and supervision for a firm that provides financial services, such as the size of the firm, the businesses in which it engages and its jurisdiction of organization.

- certain competitors, such as financial technology companies, may not be subject to banking regulation, or may be subject to less stringent oversight, or

A highly-regulated financial services firm such as JPMorganChase can be vulnerable to competition from firms that are less regulated or unregulated.

In addition, differences in regulatory implementation between the U.S. and other countries could adversely affect JPMorganChase’s businesses.

For example, a national financial services regulator may impose requirements

Furthermore, certain authorities outside the U.S. have adopted applicable law that could conflict with or prohibit JPMorganChase from complying with applicable law in other jurisdictions, which could create conflict of law issues and could increase risks associated with non-compliance.

- implementing processes within locally-based subsidiaries for complying with applicable law

Actions currently

Resolving an investigation by a governmental authority could subject JPMorganChase to significant penalties and other repercussions.

- reputational harm.

These resolutions could have significant

JPMorganChase expects that the following trends will continue:

- it will be subject to heightened regulatory scrutiny and pervasive investigations and enforcement actions by governmental authorities, as well as criticism or litigation from clients or customers who claim that they have been harmed by actions taken by JPMorganChase in order to comply with applicable law

- governmental authorities will forgo opportunities to resolve investigations with informal supervisory actions, and will pursue formal and punitive enforcement actions with respect to actual or deemed violations of law

- resolutions of investigations and enforcement actions will result in the imposition of significant penalties, and

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effectiveness of JPMorganChase’s existing business strategies with respect to its operations, clients and customers.

- Legal risks, including those relating to litigation and regulatory and government investigations.

JPMorganChase’s businesses are highly regulated, and the laws, rules and regulations that apply to JPMorganChase have a significant impact on its business and operations.

JPMorganChase is a financial services firm with operations worldwide.

JPMorganChase must comply with the laws, rules and regulations that apply to its operations in all of the jurisdictions around the world in which it does business, and financial services firms such as JPMorganChase are subject to extensive and constantly-evolving regulation and supervision.

The regulation and supervision of JPMorganChase significantly affects the way that it conducts its business and structures its operations, and JPMorganChase could be required to make changes to its business and operations in response to supervisory expectations or decisions or to new or changed laws,

rules and regulations.

These types of developments could result in JPMorganChase incurring additional costs or experiencing a reduction in revenues to comply with applicable laws, rules and regulations, which could reduce its profitability.

Furthermore, JPMorganChase’s entry into or acquisition of a new business or an increase in its principal investments may require JPMorganChase to comply with additional laws, rules, and regulations.

Additionally, JPMorganChase’s ability to execute certain business initiatives could become more challenging due to increased regulation in the financial services industry, such as limitations on late payment, overdraft and interchange fees.

This could adversely affect JPMorganChase’s earnings from its consumer businesses, prompting the reevaluation or adjustment of certain businesses or product offerings, as well as the reallocation of resources and incurrence of restructuring costs, which could impact revenue and profitability in the affected lines of business.

In response to new and existing laws, rules and regulations and expanded supervision, JPMorganChase has in the past been and could in the future be, required to:

- pay higher taxes (including as part of any minimum global tax regime), assessments, levies or other governmental charges, including in connection with the resolution of tax examinations

- impose restrictions on certain business activities, or

Any failure by JPMorganChase to comply with the laws, rules and regulations to which it is subject could result in:

- harm to its reputation.

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Part I

Differences and inconsistencies in financial services regulation and supervision can negatively impact JPMorganChase’s businesses, operations and financial results.

The content and application of laws, rules and regulations affecting financial services firms can vary according to factors such as the size of the firm, the jurisdiction in which it is organized or operates, and other criteria.

- financial technology companies and other non-traditional competitors may not be subject to banking regulation, or may be supervised by a national or state regulatory agency that does not have the same resources or regulatory priorities as the regulatory agencies that supervise more diversified financial services firms, or

These types of differences in the regulatory and supervisory framework can result in JPMorganChase losing market share to competitors that are less regulated or not subject to regulation, especially with respect to unregulated financial products.

There can also be significant differences in the ways that similar regulatory initiatives affecting the financial services industry are implemented in the U.S. and in other countries and regions in which JPMorganChase does business.

In addition, certain national and multi-national bodies and governmental agencies outside the U.S. have adopted laws, rules or regulations that may conflict with or prohibit JPMorganChase from complying with laws, rules and regulations to which it is otherwise subject, creating conflict of law issues that also increase its risk of non-compliance in those jurisdictions.

These include laws, rules and regulations that have been adopted or proposed, as well as regulatory expectations, relating to:

- the implementation of processes within locally-based subsidiaries to comply with local regulatory requirements or expectations

- position limits and reporting rules for derivatives

- governance and accountability regimes

- restrictions on compensation.

- incur higher costs for complying with different legal and regulatory frameworks.

Any or all of these factors could harm JPMorganChase’s ability to compete against other firms that are not subject to the same laws, rules and regulations or supervisory oversight, or harm JPMorganChase’s businesses, results of operations and profitability.

Resolving regulatory investigations can subject JPMorganChase to significant penalties and collateral consequences, and could result in higher compliance costs or restrictions on its operations.

JPMorganChase is subject to heightened oversight and scrutiny from regulatory authorities in many jurisdictions.

JPMorganChase has paid significant fines, provided other monetary relief, incurred other

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- damage to JPMorganChase’s reputation

Management’s discussion and analysis of financial condition and results of operations, entitled “Management’s discussion and analysis,” appears on pages [removed: 52–167.][added: 46–160.]

Such information should be read in conjunction with the Consolidated Financial Statements and Notes thereto, which appear on pages [removed: 172–321.][added: 165–314.]

Refer to the Market Risk Management section of Management’s discussion and analysis on pages [removed: 141–149] [added: 133-142] for a discussion of quantitative and qualitative disclosures about market risk.

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JPMorganChase had [removed: $4.0] [added: $4.4] trillion in assets and [removed: $344.8] [added: $362.4] billion in stockholders’ equity as of December 31, [removed: 2024.][added: 2025.]

Information on the Firm's website, including documents on the website that are referenced in this Form 10-K, is not incorporated by reference into this Annual Report on Form 10-K for the year ended December 31, [removed: 2024 (“2024] [added: 2025 (“2025] Form 10-K” or “Form 10-K”) or the Firm’s other filings with the SEC.

[removed: As a result of the reorganization,] [added: For management reporting purposes,] the Firm has three reportable business segments – Consumer & Community Banking (“CCB”), Commercial & Investment Bank (“CIB”) and Asset & Wealth Management (“AWM”) – with the remaining activities in Corporate.

A description of the Firm’s reportable business segments and the products and services that they provide to their respective client bases, as well as a description of Corporate activities, is provided in the Management’s discussion and analysis of financial condition and results of operations section of this Form 10-K (“Management’s discussion and analysis” or “MD&A”) under the heading “Business Segment & Corporate Results,” which begins on page [removed: 52,] [added: 46,] and in Note 32.

Competitors include other banks, brokerage firms, investment banking companies, merchant banks, hedge funds, commodity trading companies, private equity firms, insurance companies, mutual fund companies, investment managers, credit card companies, mortgage banking companies, trust companies, securities processing companies, automobile financing companies, leasing companies, e-commerce and other internet-based companies, [added: digital asset and other] financial technology companies, and other companies engaged in providing similar and new products and services.

The Federal Reserve has the authority to limit an FHC’s ability to conduct otherwise permissible activities if the FHC or any of its depository institution subsidiaries ceases to meet applicable eligibility [removed: requirements.]

[added: If any] depository institution controlled by an FHC fails to maintain a satisfactory rating under the Community Reinvestment Act, the Federal Reserve must prohibit the FHC and its subsidiaries from engaging in any new activities other than those permissible for BHCs, or acquiring a company engaged in such activities.

[removed: The proposal] [added: That proposal, which has not been finalized,] would [added: have] significantly [removed: revise] [added: revised] risk-based capital requirements for banks with assets of $100 billion or more, including the Firm and other U.S. global systemically important banks ("GSIBs").

[removed: Finalization] [added: The timing and content] of [removed: the] [added: that revised] proposal, including [removed: the] [added: any] required implementation date, [removed: is] [added: are] uncertain.

The new rules became effective in the EU beginning January 1, 2025, with market risk aspects [added: expected to be] delayed until January 1, [removed: 2026.][added: 2027.]

The Federal Reserve uses the results under the severely adverse scenario from its supervisory stress test to determine the Firm’s [removed: Stress Capital Buffer (“SCB”) requirement for the coming year, which forms part of the Firm’s applicable capital buffers.]

The Firm is required to file its annual CCAR submission on April [removed: 5, 2025.][added: 6, 2026.]

The [added: capital plan rules indicate that, unless otherwise determined by the] Federal [added: Reserve, the Federal] Reserve will notify the Firm of its indicative SCB requirement by June 30, [removed: 2025] [added: 2026] and final SCB requirement by August 31, [removed: 2025.][added: 2026 and the Firm’s final SCB requirement will become effective on October 1, 2026.]

[removed: The] [added: Each year, the] Firm publishes [removed: each year] the results of the annual stress tests for the Firm and JPMorgan Chase Bank, N.A. under the supervisory [removed: “severely adverse”] [added: severely adverse] scenarios provided by the Federal Reserve and the OCC.

[removed: Additionally, there is a] [added: A] pending legal challenge to the manner in which stress testing is [removed: administered.][added: currently administered has been stayed.]

Refer to Capital Risk Management on pages [removed: 97–107] [added: 89–99] and Liquidity Risk Management on pages [removed: 108–115] [added: 100–107] for more information.

As part of its mandate to identify and monitor risks to the financial stability of the U.S. posed by large banking organizations, the Financial Stability Oversight Council (“FSOC”) recommends prudential standards and reporting requirements to the Federal Reserve for systemically [removed: important financial institutions (“SIFIs”), such as JPMorganChase.]

Furthermore, for certain acquisitions, the Firm must provide written notice to the Federal Reserve prior to acquiring direct or indirect ownership or control of any voting shares of any company with over $10 billion in assets that is engaged in activities that are “financial in nature.” Moreover, while FHCs may engage in a [added: broader range of activities (including acquisitions) than BHCs, the Federal Reserve has the authority to limit an FHC’s ability to conduct otherwise permissible acquisitions if the FHC or any of its depository institution subsidiaries ceases to meet applicable eligibility requirements.]

The Firm [removed: also] remains subject to [added: a] consent [removed: orders] [added: order] entered into in March 2024 with the OCC [removed: and the Board of Governors of the Federal Reserve System, and a resolution entered into in May 2024 with the CFTC,] which [removed: relate] [added: relates] to the Firm’s processes to inventory trading venues and confirm the completeness of certain data fed to trade surveillance platforms.

[removed: *FDIC deposit insurance.* The FDIC deposit insurance fund provides insurance coverage for certain deposits and is funded through assessments on banks,] including JPMorgan Chase Bank, N.A. The FDIC is required to maintain a minimum reserve ratio, which measures the balance of reserves in the deposit insurance fund against an estimate of FDIC-insured deposits, of 1.35%.

[removed: The reserve ratio is currently below the statutory minimum and, in] [added: In] October 2022, the FDIC adopted a final rule to raise bank assessments and accelerate the time by which the reserve ratio would meet the statutory minimum.

[removed: As a result,] [added: In] the [added: final rule, the] FDIC [removed: has] adopted a restoration plan to bring the reserve ratio up to the required 1.35% by September 30, 2028, with a longer-term target of maintaining a reserve ratio of 2%.

*Prompt corrective action.* The Federal Deposit Insurance Corporation Improvement Act of 1991 requires the relevant federal banking regulator to take “prompt corrective action” with respect to a depository institution if that institution does not meet certain [added: capital adequacy standards.]

*Dividend restrictions.* Federal law imposes limitations on the payment of dividends by national banks, such as JPMorgan Chase Bank, N.A. Refer to Note 26 for the amount of dividends that JPMorgan Chase Bank, N.A. could pay, at January 1, [removed: 2025,] [added: 2026,] to JPMorganChase without the approval of the banking regulators.

*Depositor preference.* Under federal law, the claims of a receiver of an insured depositary institution (“IDI”) for administrative expense and the claims of holders of [added: U.S. deposit liabilities (including the FDIC and deposits in non-U.S. branches that are dually payable in the U.S. and in a non-U.S. branch) have priority over the claims of other unsecured creditors of the institution, including depositors in non-U.S. branches and public noteholders.]

In October 2023, the Federal Reserve [removed: Board] proposed to lower the maximum interchange fee that large debit card issuers, including the Firm, would be permitted to receive for a debit card transaction.

The Firm’s consumer activities are also subject to regulation under state [added: statutes which are enforced by the Attorney General or empowered agency of each state.]

In the U.K., the Firm operates a retail bank through J.P. Morgan Europe Limited (“JPMEL”) and provides retail investment management services through [removed: Nutmeg Saving and Investment] [added: J.P. Morgan Personal Investing] Limited [removed: (“Nutmeg”).][added: (“JPM PI”).]

JPMEL is regulated by the PRA, and both JPMEL and [removed: Nutmeg] [added: JPM PI] are regulated by the FCA with respect to their conduct of financial services in the U.K., including obligations relating to the fair treatment of customers.

JPMEL is also regulated by the U.K. Payment Systems Regulator [added: (“PSR”)] with respect to its operation and use of payment systems.

In addition, the retail businesses of JPMEL and [removed: Nutmeg] [added: JPM PI] are subject to U.K. consumer-protection legislation.

Broker-dealers are subject to laws and regulations covering all aspects of the securities business, including sales and trading practices, securities offerings, publication of research reports, use of [removed: customer funds, the financing of client purchases, capital structure, record-keeping and retention, and the conduct of their directors, officers and employees.]

Refer to Broker-dealer regulatory capital on page [removed: 107] [added: 99] for information concerning the capital of J.P. Morgan Securities LLC, J.P. Morgan Securities plc and JPMSE.

The Firm’s asset and wealth management businesses [removed: continue to be] [added: are] subject to ongoing rule-making and implementation of new regulations and other guidance, including by the SEC and certain U.S. states [removed: with respect to] [added: regarding] enhanced standards of conduct and conflicts of interest.

In April 2024, the Department of Labor (“DOL”) finalized a [removed: new] “fiduciary” rule that would significantly expand [removed: the scope for defining] who [removed: can be] [added: is] deemed [added: to be an] investment advice [removed: fiduciaries] [added: fiduciary] for [removed: purposes of] retirement plans and individual retirement accounts [removed: (“IRAs”)] under the Employee Retirement Income Security Act of [removed: 1974, as amended (the “Fiduciary Rule”).][added: 1947 and could affect fee and compensation practices at financial institutions that provide investment recommendations to retirement clients.]

The effective date of the [removed: Fiduciary Rule] [added: rule] has been stayed by two federal courts.

[added: In the U.S., JPMorgan Chase Bank, N.A., J.P. Morgan Securities LLC and J.P. Morgan Securities plc are registered with the CFTC as “swap dealers.” In addition, JPMorgan Chase Bank, N.A. and J.P. Morgan Securities LLC are registered with the SEC as “security-based swap dealers.”] As a result, these entities are subject to a comprehensive regulatory framework applicable to their swap or security-based swap activities, including capital requirements, rules requiring the collateralization of uncleared swaps and security-based swaps, rules regarding segregation of counterparty collateral, business conduct and documentation standards, rules requiring the central [removed: clearing of standardized over-the-counter (“OTC”) derivatives, requirements that certain standardized OTC swaps be traded on regulated trading venues, record-keeping and reporting obligations, and anti-fraud and anti-manipulation requirements.]

J.P. Morgan Securities LLC is also registered with the CFTC as a futures commission [removed: merchant and is a member of the National Futures Association.][added: merchant.]

The Firm and its subsidiaries are subject to laws, rules and regulations globally concerning data, including data protection, consumer protection, privacy, cybersecurity, artificial intelligence and related [added: matters.]

The Firm’s compensation practices are subject to oversight by the Federal Reserve, as well as other [removed: agencies.]

Such regulatory challenges may affect the scope, requirements or effective dates of the regulations applicable to the Firm.

requirements.

In September 2025, the Federal Reserve’s Vice Chair for Supervision indicated that U.S. banking regulators may issue an updated proposal to amend the U.S. risk-based capital framework in early 2026, replacing the July 2023 proposal.

Stress Capital Buffer (“SCB”) requirement for the coming year, which forms part of the Firm’s applicable capital buffers.

In October 2025, the Federal Reserve issued two proposals to revise its supervisory stress testing framework.

The proposals would require the Federal Reserve to publish for public comment comprehensive documentation concerning the supervisory stress test models and annual stress test scenarios, including the models and scenarios for the 2026 stress test.

The proposals also introduce an enhanced disclosure process, under which material changes to stress test models and scenarios would be subject to public comment prior to implementation.

Based on the Federal Reserve’s analysis, the proposed changes to the stress test models and scenarios are not expected to materially change the SCB for firms, including JPMorganChase, that are subject to the supervisory stress test.

In February 2026, the Federal Reserve released the final 2026 supervisory stress test scenarios, while announcing that SCB requirements for large banks, including the Firm, will remain at current levels through September 30, 2027 with new requirements to be calculated in 2027 based on revised models that incorporate public feedback.

In addition, in April 2025, the Federal Reserve proposed a rule that aims to reduce the volatility in capital requirements resulting from stress testing and the SCB requirement by averaging the SCB requirement over a two-year period and extending the annual effective date of the SCB by one quarter.

These proposed updates to the stress testing framework and the SCB requirement, which are subject to public comment, have not been finalized.

important financial institutions (“SIFIs”), such as JPMorganChase.

*FDIC deposit insurance.* The FDIC deposit insurance fund provides insurance coverage for certain deposits and is funded through assessments on banks,

As of June 30, 2025, the reserve ratio exceeded the statutory minimum and, as of the third quarter of 2025, the FDIC was no longer operating under a restoration plan.

On November 28, 2025, the FDIC announced that the designated reserve ratio, the FDIC’s longer-term goal for the deposit insurance fund, would remain unchanged at 2% for 2026.

In December 2025, the OCC issued a proposed rulemaking to amend its heightened standards guidelines, which would continue to apply to JPMorgan Chase Bank, N.A., by raising the asset threshold at which the guidelines apply to covered banks.

In the proposed rulemaking, the OCC also invited comments on a number of questions, including whether the heightened standards guidelines should

be rescinded.

The proposed rulemaking has not yet been finalized.

In October 2024, the CFPB issued a final rule

that would have required data providers, including banks such as JPMorgan Chase Bank, N.A., to make certain consumer data available to consumers and authorized third parties in electronic form.

The final rule is currently subject to a preliminary injunction, and the CFPB has indicated that it intends to propose a new rule in the first quarter of 2026.

The content of any new proposal, and the potential impact on the Firm, are uncertain.

The current debit interchange fee cap is subject to ongoing litigation, and the impact of that litigation on the Federal Reserve’s proposal is uncertain.

Certain states have introduced legislation related to interchange fees, which would impact the fees that financial institutions, including the Firm, would be permitted to receive for certain transactions within a state.

Where interchange fee regulation has been passed at the state level, it is subject to ongoing legal challenge.

In March 2025, the U.K. government announced that the functions of the PSR will be consolidated into the FCA.

customer funds, the financing of client purchases, capital structure, record-keeping and retention, and the conduct of their directors, officers and employees.

The DOL has indicated that it intends to revise the rule, and the potential impact of the rule on the Firm is therefore uncertain.

clearing of standardized over-the-counter (“OTC”) derivatives, requirements that certain standardized OTC swaps be traded on regulated trading venues, record-keeping and reporting obligations, and anti-fraud and anti-manipulation requirements.

Similar requirements exist in other jurisdictions in which the Firm operates.

agencies.

As of December 31, 2025, JPMorganChase had 318,512 employees globally.

| Total Firm | | | 318,512 | | | | | | | | | Total Firm | | | 318,512 | | | | | |

(f)Excludes Todd A.

Combs, who resigned from the Firm’s Board of Directors, effective December 7, 2025.

Refer to Recent Events on page 50 for additional information.

*Rewarding and supporting employees*

Effective in the second quarter of 2024, JPMorganChase reorganized its reportable business segments by combining the former Corporate & Investment Bank and Commercial Banking business segments to form one reportable segment, the Commercial & Investment Bank.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

Part I

If any

The Firm’s final

SCB requirement will become effective on October 1, 2025.

In December 2024, the Federal Reserve indicated in a press release that it intends to seek public comment on changes to its stress testing framework.

Refer to Litigation and regulatory challenges on pages 6-7 for further information.

broader range of activities (including acquisitions) than BHCs, the Federal Reserve has the authority to limit an FHC’s ability to conduct otherwise permissible acquisitions if the FHC or any of its depository institution subsidiaries ceases to meet applicable eligibility requirements.

The Firm is subject to a five-year cooperation obligation under an order issued by the CFTC on September 29, 2020, relating to precious metals and U.S. Treasuries markets investigations.

capital adequacy standards.

U.S. deposit liabilities (including the FDIC and deposits in non-U.S. branches that are dually payable in the U.S. and in a non-U.S. branch) have priority over the claims of other unsecured creditors of the institution, including depositors in non-U.S. branches and public noteholders.

In March 2024, the CFPB released a final rule which significantly reduces the late payment fees that large credit card issuers, including the Firm, are permitted to charge to customers (the “CFPB Late Fee Rule”).

The final rule is currently stayed pending resolution of an industry-led challenge in federal court.

Refer to Litigation and regulatory challenges on pages 6-7 for further information.

In addition, in October 2024, the CFPB issued a final rule that requires data providers, including banks, to make certain consumer data available to consumers and authorized third parties in electronic form beginning in April 2026 (the “CFPB Data Sharing Rule”).

Refer to Litigation and regulatory challenges on pages 6-7 for further information.

Separately, in December 2024, the CFPB announced a final rule that would significantly restrict overdraft fees for certain insured depository institutions, including the Firm (the “CFPB Overdraft Rule”).

The rule imposes certain requirements on overdraft protections that are similar to those that apply to credit cards, unless the institution prices the overdraft fee at $5 per transaction or the institution’s cost as outlined by the CFPB.

Refer to Litigation and regulatory challenges on pages 6-7 for further information.

statutes which are enforced by the Attorney General or empowered agency of each state.

Among the most significant impacts of the rule and related amendments to prohibited transaction exemptions would be the impact on the fee and compensation practices at financial institutions that offer investment recommendations to retirement clients, including in the context of rollovers from an employer plan to an IRA.

Refer to Litigation and regulatory challenges on pages 6-7 for further information.

In the U.S., JPMorgan Chase Bank, N.A., J.P. Morgan Securities LLC and J.P. Morgan Securities plc are registered with the CFTC as “swap dealers”.

In addition, JPMorgan Chase Bank, N.A. and J.P. Morgan Securities LLC are registered with the SEC as “security-based swap dealers”.

matters.

For example, the Digital Operational Resilience Act (DORA) mandates that the Firm’s financial services subsidiaries operating in the EU comply with requirements relating to information and communications technology (“ICT”) risk management, reporting, security control testing and ICT third party risks beginning in January 2025.

In addition, the EU Artificial Intelligence Act regulates the development and deployment of artificial intelligence systems within the EU, with phased-in requirements that began in February 2025.

The Firm’s compensation

Litigation and regulatory challenges:

These matters include:

- Stress tests: The Bank Policy Institute (“BPI”), the U.S. Chamber of Commerce and other trade organizations filed an action against the Federal Reserve in the United States District Court for the Southern District of Ohio in December 2024 challenging the manner in which the annual stress testing process is administered.

- CFPB Late Fee Rule: This rule has been stayed pending resolution of an action challenging the rule filed against the CFPB in the United States District Court for the Northern District of Texas in March 2024 by trade organizations including the American Bankers Association and the Consumer Bankers Association.

- CFPB Data Sharing Rule: The BPI, the Kentucky Bankers Association and other organizations filed an action against the CFPB in the United States District Court for the Eastern District of Kentucky in October 2024 challenging key aspects of this rule.

- CFPB Overdraft Rule: An action filed by trade organizations led by the Mississippi Bankers Association against the CFPB in the United States District Court for the Southern District of Mississippi in December 2024 seeks a preliminary injunction to stay the October 1, 2025 effective date of this rule.

The CFPB has consented in part to stay the effective date of the rule by 90 days and to temporarily stay the litigation.

The preliminary injunction and the stay of litigation are pending court approval.

- Fiduciary Rule: Trade organizations including the Federation of Americans for Consumer Choice and the American Council of Life Insurers filed actions against the DOL seeking to enjoin this rule, and in July 2024, the effective date of the rule was stayed by two United States District Courts.

As of December 31, 2024, JPMorganChase had 317,233 employees globally, an increase of 7,307 employees from the prior year.

| December 31, [removed: 2024] [added: 2025] | | | | | | number | | | 1-5805 | | | | | |

| New York, | | | New York | | | | | | [removed: 10179] [added: 10017] | | |

The aggregate market value of JPMorgan Chase & Co. common stock held by non-affiliates as of June 30, [removed: 2024: $573,443,601,053][added: 2025: $794,433,813,496]

Number of shares of common stock outstanding as of January 31, [removed: 2025: 2,796,106,099][added: 2026: 2,697,032,375]

Documents incorporated by reference: Portions of the registrant’s Proxy Statement for the annual meeting of stockholders to be held on May [removed: 20, 2025,] [added: 19, 2026,] are incorporated by reference in this Form 10-K in response to Items 10, 11, 12, 13 and 14 of Part III.

| [Part [removed: I](#i10281a16482a4457aa2945e48cb08b7c_13)] [added: I](#i1e82dc5e49024170976eb7ddc7c0a10b_13)] | | | | | | Page | | |

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| | | | [Supervision and [removed: regulation](#i10281a16482a4457aa2945e48cb08b7c_31)] [added: regulation](#i1e82dc5e49024170976eb7ddc7c0a10b_28)] | | | [removed: 2-7] [added: 2-6] | | |

| | | | [Human [removed: capital](#i10281a16482a4457aa2945e48cb08b7c_28)] [added: capital](#i1e82dc5e49024170976eb7ddc7c0a10b_31)] | | | [removed: 8-9] [added: 7-8] | | |

| | | | [Distribution of assets, liabilities and stockholders’ equity; interest rates and interest [removed: differentials](#i10281a16482a4457aa2945e48cb08b7c_538)] [added: differentials](#i1e82dc5e49024170976eb7ddc7c0a10b_526)] | | | [removed: 322-326] [added: 315-319] | | |

| [Item [removed: 1A.](#i10281a16482a4457aa2945e48cb08b7c_34)] [added: 1A.](#i1e82dc5e49024170976eb7ddc7c0a10b_34)] | | | [Risk [removed: Factors.](#i10281a16482a4457aa2945e48cb08b7c_34)] [added: Factors.](#i1e82dc5e49024170976eb7ddc7c0a10b_34)] | | | [removed: 10-37] [added: 9-31] | | |

| [Item [removed: 1B.](#i10281a16482a4457aa2945e48cb08b7c_37)] [added: 1B.](#i1e82dc5e49024170976eb7ddc7c0a10b_37)] | | | [Unresolved Staff [removed: Comments.](#i10281a16482a4457aa2945e48cb08b7c_37)] [added: Comments.](#i1e82dc5e49024170976eb7ddc7c0a10b_37)] | | | [removed: 38] [added: 32] | | |

| [Item [removed: 2.](#i10281a16482a4457aa2945e48cb08b7c_43)] [added: 2.](#i1e82dc5e49024170976eb7ddc7c0a10b_43)] | | | [removed: [Properties.](#i10281a16482a4457aa2945e48cb08b7c_43)] [added: [Properties.](#i1e82dc5e49024170976eb7ddc7c0a10b_43)] | | | [removed: 38] [added: 32] | | |

| [Item [removed: 3.](#i10281a16482a4457aa2945e48cb08b7c_46)] [added: 3.](#i1e82dc5e49024170976eb7ddc7c0a10b_46)] | | | [Legal [removed: Proceedings.](#i10281a16482a4457aa2945e48cb08b7c_46)] [added: Proceedings.](#i1e82dc5e49024170976eb7ddc7c0a10b_46)] | | | [removed: 38] [added: 32] | | |

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| [Item [removed: 5.](#i10281a16482a4457aa2945e48cb08b7c_55)] [added: 5.](#i1e82dc5e49024170976eb7ddc7c0a10b_55)] | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities.](#i10281a16482a4457aa2945e48cb08b7c_55)] [added: Securities.](#i1e82dc5e49024170976eb7ddc7c0a10b_55)] | | | [removed: 39] [added: 33] | | |

| [Item [removed: 6.](#i10281a16482a4457aa2945e48cb08b7c_58)] [added: 6.](#i1e82dc5e49024170976eb7ddc7c0a10b_58)] | | | [removed: [Reserved](#i10281a16482a4457aa2945e48cb08b7c_58)] [added: [Reserved](#i1e82dc5e49024170976eb7ddc7c0a10b_58)] | | | [removed: 39] [added: 33] | | |

| [Item [removed: 7.](#i10281a16482a4457aa2945e48cb08b7c_61)] [added: 7.](#i1e82dc5e49024170976eb7ddc7c0a10b_61)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations.](#i10281a16482a4457aa2945e48cb08b7c_61)] [added: Operations.](#i1e82dc5e49024170976eb7ddc7c0a10b_61)] | | | [removed: 39] [added: 33] | | |

| [Item [removed: 7A.](#i10281a16482a4457aa2945e48cb08b7c_64)] [added: 7A.](#i1e82dc5e49024170976eb7ddc7c0a10b_64)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk.](#i10281a16482a4457aa2945e48cb08b7c_64)] [added: Risk.](#i1e82dc5e49024170976eb7ddc7c0a10b_64)] | | | [removed: 39] [added: 33] | | |

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| [Item [removed: 9A.](#i10281a16482a4457aa2945e48cb08b7c_73)] [added: 9A.](#i1e82dc5e49024170976eb7ddc7c0a10b_73)] | | | [Controls and [removed: Procedures.](#i10281a16482a4457aa2945e48cb08b7c_73)] [added: Procedures.](#i1e82dc5e49024170976eb7ddc7c0a10b_73)] | | | [removed: 40] [added: 34] | | |

| [Item [removed: 9B.](#i10281a16482a4457aa2945e48cb08b7c_76)] [added: 9B.](#i1e82dc5e49024170976eb7ddc7c0a10b_76)] | | | [Other [removed: Information.](#i10281a16482a4457aa2945e48cb08b7c_76)] [added: Information.](#i1e82dc5e49024170976eb7ddc7c0a10b_76)] | | | [removed: 41] [added: 35] | | |

| [Item [removed: 9C.](#i10281a16482a4457aa2945e48cb08b7c_82)] [added: 9C.](#i1e82dc5e49024170976eb7ddc7c0a10b_82)] | | | [Disclosure regarding Foreign Jurisdictions that Prevent [removed: Inspections.](#i10281a16482a4457aa2945e48cb08b7c_82)] [added: Inspections.](#i1e82dc5e49024170976eb7ddc7c0a10b_82)] | | | [removed: 41] [added: 36] | | |

| [Part [removed: III](#i10281a16482a4457aa2945e48cb08b7c_85)] [added: III](#i1e82dc5e49024170976eb7ddc7c0a10b_85)] | | | | | | | | |

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| [Item [removed: 13.](#i10281a16482a4457aa2945e48cb08b7c_97)] [added: 13.](#i1e82dc5e49024170976eb7ddc7c0a10b_97)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence.](#i10281a16482a4457aa2945e48cb08b7c_97)] [added: Independence.](#i1e82dc5e49024170976eb7ddc7c0a10b_97)] | | | [removed: 43] [added: 38] | | |

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| [Part [removed: IV](#i10281a16482a4457aa2945e48cb08b7c_103)] [added: IV](#i1e82dc5e49024170976eb7ddc7c0a10b_103)] | | | | | | | | |

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| 270 Park Avenue, | | | | | | | | | | | |

| Guarantee of Inverse VIX Short-Term Futures ETNs due March 22, 2045 of JPMorgan Chase Financial Company LLC | | | VYLD | | | NYSE Arca, Inc. | | |

| | | | [Overview](#i1e82dc5e49024170976eb7ddc7c0a10b_19) | | | 1 | | |

| | | | [Business segments & Corporate](#i1e82dc5e49024170976eb7ddc7c0a10b_22) | | | 1 | | |

| | | | [Competition](#i1e82dc5e49024170976eb7ddc7c0a10b_25) | | | 1 | | |

| [Item 1](#i1e82dc5e49024170976eb7ddc7c0a10b_37)[C](#i1e82dc5e49024170976eb7ddc7c0a10b_37)[.](#i1e82dc5e49024170976eb7ddc7c0a10b_37) | | | [C](#i1e82dc5e49024170976eb7ddc7c0a10b_40)[ybersecurity.](#i1e82dc5e49024170976eb7ddc7c0a10b_40) | | | 32 | | |

| [Part II](#i1e82dc5e49024170976eb7ddc7c0a10b_52) | | | | | | | | |

| 383 Madison Avenue, | | | | | | | | | | | |

| | | | [Overview](#i10281a16482a4457aa2945e48cb08b7c_19) | | | 1 | | |

| | | | [Business segments & Co](#i10281a16482a4457aa2945e48cb08b7c_22)[rpo](#i10281a16482a4457aa2945e48cb08b7c_22)[rate](#i10281a16482a4457aa2945e48cb08b7c_22) | | | 1 | | |

| | | | [Competition](#i10281a16482a4457aa2945e48cb08b7c_25) | | | 1 | | |

| [Part II](#i10281a16482a4457aa2945e48cb08b7c_52) | | | | | | | | |

Refer to the Operational Risk Management section of Management’s discussion and analysis on pages [removed: 153–156] [added: 146–149] for a discussion of cybersecurity risk.

JPMorganChase’s headquarters is located in New York City at [removed: 383 Madison] [added: 270 Park] Avenue, a [removed: 47-story] [added: 60-story] office building [removed: that it owns.][added: owned by the Firm.]

The Firm owned or leased facilities in the following locations at December 31, [removed: 2024.][added: 2025.]

| December 31, [removed: 2024] [added: 2025] (in millions) | | | Approximate square footage | | |

| All other New York City [removed: locations] [added: locations(b)] | | | [removed: 6.0] [added: 7.1] | | |

| Total New York City, New York | | | [removed: 7.1] [added: 9.1] | | |

| Columbus/Westerville, Ohio | | | [removed: 3.5] [added: 3.3] | | |

| Chicago, Illinois | | | [removed: 2.7] [added: 2.8] | | |

| Houston, Texas | | | [removed: 1.6] [added: 1.5] | | |

| Jersey City, New Jersey | | | [removed: 1.4] [added: 1.5] | | |

| All other U.S. locations | | | [removed: 33.8] [added: 33.4] | | |

| Total United States | | | [removed: 56.0] [added: 57.5] | | |

| All other U.K. locations | | | [removed: 2.3] [added: 2.1] | | |

| All other EMEA locations | | | [removed: 1.5] [added: 1.6] | | |

| Total EMEA | | | [removed: 5.2] [added: 5.1] | | |

| All other locations | | | [removed: 2.8] [added: 3.3] | | |

| Total Asia-Pacific, Latin America and Canada | | | [removed: 11.0] [added: 11.6] | | |

(a)At December 31, [removed: 2024,] [added: 2025,] the Firm owned or leased [removed: 4,966] [added: 5,083] branches in 48 states and Washington D.C.

Refer to the Consolidated Results of Operations on pages [removed: 59–62] [added: 51–54] for information on occupancy expense.

As of December 31, 2025, the building was fully occupied, including by senior management.

| 270 Park Avenue, New York, New York | | | 2.0 | | |

| India | | | 6.6 | | |

| Philippines | | | 1.7 | | |

| Total | | | 74.2 | | |

(b)Includes a 1.1 million square foot office building owned by the Firm that is vacant and undergoing a significant remodeling.

The demolition of the Firm's former headquarters at 270 Park Avenue in New York City was completed in 2021, and construction of a new headquarters on the same site is nearing completion.

| 383 Madison Avenue, New York, New York | | | 1.1 | | |

| India | | | 6.4 | | |

| Philippines | | | 1.8 | | |

| Total | | | 72.2 | | |

| 32 | | | | | | | | |

| 38 | | | | | | | | |

Refer to “Five-year stock performance,” on page [removed: 51] [added: 45] for a comparison of the cumulative total return for JPMorganChase common stock with the comparable total return of the S&P 500 Index, the KBW Bank Index and the S&P Financials Index over the five-year period ended December 31, [removed: 2024.][added: 2025.]

Refer to Capital actions in the Capital Risk Management section of Management’s discussion and analysis on page [removed: 105] [added: 97] for information on the common dividend payout ratio.

On January 31, [removed: 2025,] [added: 2026,] there were [removed: 196,005] [added: 202,288] holders of record of JPMorganChase common stock.

Refer to Part III, Item 12 on page [removed: 43] [added: 38] for information regarding securities authorized for issuance under the Firm’s employee share-based incentive plans.

Refer to Capital actions in the Capital Risk Management section of Management’s discussion and analysis on page [removed: 105] [added: 97] for information regarding repurchases under the Firm’s common share repurchase program.

On [removed: June 28, 2024,] [added: July 1, 2025,] the Firm announced that its Board of Directors had authorized a new [removed: $30] [added: $50] billion common share repurchase program, effective July 1, [removed: 2024.][added: 2025.]

Through June 30, [removed: 2024,] [added: 2025,] the Firm was authorized to purchase up to $30 billion of common shares under its previously-approved common share repurchase program that was announced on [removed: April 13, 2022.][added: June 28, 2024.]

Shares repurchased pursuant to the common share repurchase programs during [removed: 2024] [added: 2025] were as follows:

| Year ended December 31, [removed: 2024] [added: 2025] | | | | | | Total number of shares of common stock repurchased | | | | | | Average price paid per share of common stock(a) | | | | | | Aggregate purchase price of common stock repurchases (in millions)(a) | | | | | | Dollar value of remaining authorized repurchase (in [removed: millions)(a)(b)] [added: millions)(a)] | | | | | |

[removed: (b)Represents] [added: (c)Represents] the amount remaining under the [removed: $30] [added: $50] billion repurchase program.

[removed: (c)The remaining $11.6] [added: (b)The $4.3] billion [removed: of share repurchase capacity] [added: remaining] under the prior Board authorization was canceled when the [removed: new $30] [added: $50] billion repurchase program was authorized by the Board of Directors effective July 1, [removed: 2024.][added: 2025.]

| First quarter | | | | | | 29,953,620 | | | | | | $ | 252.50 | | | | | $ | 7,563 | | | | | $ | 11,763 | | | | |

| Second quarter | | | | | | 29,800,960 | | | | | | 251.67 | | | | | | 7,500 | | | | | | 4,263 | | | (b) | | |

| Third quarter | | | | | | 27,987,016 | | | | | | 297.10 | | | | | | 8,315 | | | | | | 41,685 | | | | | |

| October | | | | | | 9,814,682 | | | | | | 304.63 | | | | | | 2,990 | | | | | | 38,695 | | | | | |

| November | | | | | | 7,923,457 | | | | | | 307.82 | | | | | | 2,439 | | | | | | 36,256 | | | | | |

| December | | | | | | 8,928,561 | | | | | | 317.28 | | | | | | 2,833 | | | | | | 33,423 | | | (c) | | |

| Fourth quarter | | | | | | 26,666,700 | | | | | | 309.81 | | | | | | 8,262 | | | | | | 33,423 | | | (c) | | |

| Full year | | | | | | 114,408,296 | | | | | | $ | 276.55 | | | | | $ | 31,640 | | | | | $ | 33,423 | | (c) | | |

| First quarter | | | | | | 15,869,936 | | | | | | $ | 179.50 | | | | | $ | 2,849 | | | | | $ | 16,886 | | | | |

| Second quarter | | | | | | 27,019,730 | | | | | | 196.83 | | | | | | 5,318 | | | | | | 11,568 | | | (c) | | |

| Third quarter | | | | | | 30,343,933 | | | | | | 209.61 | | | | | | 6,361 | | | | | | 23,639 | | | | | |

| October | | | | | | 6,173,254 | | | | | | 218.00 | | | | | | 1,345 | | | | | | 22,294 | | | | | |

| November | | | | | | 5,142,243 | | | | | | 241.03 | | | | | | 1,240 | | | | | | 21,054 | | | | | |

| December | | | | | | 7,170,130 | | | | | | 241.10 | | | | | | 1,728 | | | | | | 19,326 | | | | | |

| Fourth quarter | | | | | | 18,485,627 | | | | | | 233.37 | | | | | | 4,313 | | | | | | 19,326 | | | | | |

| Full year | | | | | | 91,719,226 | | | | | | $ | 205.43 | | | | | $ | 18,841 | | | | | $ | 19,326 | | | | |

As part of the Inflation Reduction Act of 2022, a 1% excise tax is imposed on net share repurchases commencing January 1, 2023.

The Consolidated Financial Statements, together with the Notes thereto and the report thereon dated February [removed: 14, 2025,] [added: 13, 2026,] of PricewaterhouseCoopers LLP, the Firm’s independent registered public accounting firm (PCAOB ID 238), appear on pages [removed: 169–321.][added: 162–314.]

The “Glossary of Terms and Acronyms’’ is included on pages [removed: 327–333.][added: 320–327.]

The Firm used the COSO 2013 framework to assess the effectiveness of the Firm’s internal control over financial reporting as of December 31, [removed: 2024.][added: 2025.]

Refer to “Management’s report on internal control over financial reporting” on page [removed: 168.][added: 161.]

Refer to “Management’s report on internal control over financial reporting” on page [removed: 168] [added: 161] for further information.

There was no change in the Firm’s internal control over financial reporting (as defined in [added: Rule 13a-15(f) under]

[removed: Rule 13a-15(f) under] the Securities Exchange Act of 1934) that occurred during the three months ended December 31, [removed: 2024,] [added: 2025,] that has materially affected, or is reasonably likely to materially affect, the Firm’s internal control over financial reporting.

| 34 | | | | | | | | |

| 40 | | | | | | | | |

The following table provides information concerning Rule 10b5-1 trading arrangements (as defined in Item 408 of Regulation S-K under the Securities Exchange Act of 1934) adopted in the fourth quarter of [removed: 2024] [added: 2025] by any director or [removed: any] officer who is subject to the filing requirements of Section 16 of the Securities Exchange Act of 1934 [removed: (“Section] [added: (each a “Section] 16 Director or Officer”).

No non-Rule 10b5-1 trading arrangements (as defined in Item 408 of Regulation S-K under the Securities Exchange Act of 1934) were adopted by any Section 16 Director or Officer during the fourth quarter of [removed: 2024.][added: 2025.]

Additionally, no Rule 10b5-1 or non-Rule 10b5-1 trading arrangements were terminated by any Section 16 Director or Officer in the fourth quarter of [removed: 2024.][added: 2025.]

| Name | | | Title | | | Adoption date | | | Duration(c) | | | Aggregate number of shares to be [removed: sold] [added: sold(d)] | | |

| James Dimon(a) | | | Chairman and CEO | | | November [removed: 7, 2024] [added: 10, 2025] | | | November [removed: 7, 2024 - August 1,] [added: 10,] 2025 [added: – August 7, 2026] | | | [removed: 1,000,000] [added: 200,000] | | |

| Robin Leopold | | | Head of Human Resources | | | November [removed: 4, 2024] [added: 14, 2025] | | | November [removed: 4, 2024 - December 31,] [added: 14,] 2025 [added: – June 30, 2026] | | | [removed: 2,500] [added: 865] | | |

| Troy Rohrbaugh | | | Co-CEO, CIB | | | November [removed: 15, 2024] [added: 13, 2025] | | | November [removed: 15, 2024 -] [added: 13, 2025 –] June 30, [removed: 2025] [added: 2026] | | | [removed: 75,000] [added: 50,000] | | |

(a)Transaction by trusts [removed: and an entity] of which Mr. Dimon has either a direct or indirect pecuniary interest.

Trading arrangements

| Ashley Bacon | | | Chief Risk Officer | | | November 12, 2025 | | | November 12, 2025 – June 30, 2026 | | | 50% of the net issued shares received as a result of Performance Share Units ("PSUs") vesting on March 25, 2026 | | |

| Jeremy Barnum | | | Chief Financial Officer | | | November 14, 2025 | | | November 14, 2025 – June 30, 2026 | | | 50% of the net issued shares received as a result of PSUs vesting on March 25, 2026 | | |

| Lori Beer | | | Chief Information Officer | | | November 13, 2025 | | | November 13, 2025 – June 30, 2026 | | | 50% of the net issued shares received as a result of PSUs vesting on March 25, 2026 | | |

| Mary Erdoes | | | CEO, AWM | | | November 12, 2025 | | | November 12, 2025 – June 30, 2026 | | | 50% of the net issued shares received as a result of PSUs vesting on March 25, 2026 | | |

| Marianne Lake(b) | | | CEO, CCB | | | November 12, 2025 | | | November 12, 2025 – June 30, 2026 | | | 50% of the net issued shares received as a result of PSUs vesting on March 25, 2026 | | |

| Douglas Petno | | | Co-CEO, CIB | | | November 14, 2025 | | | November 14, 2025 – June 30, 2026 | | | 50% of the net issued shares received as a result of PSUs vesting on March 25, 2026 | | |

| Jennifer Piepszak | | | Chief Operating Officer | | | November 13, 2025 | | | November 13, 2025 – June 30, 2026 | | | 50% of the net issued shares received as a result of PSUs vesting on March 25, 2026 | | |

(b)Transaction by trust of which Ms. Lake has either a direct or indirect pecuniary interest.

(d)Unless otherwise stated, the aggregate number of shares to be sold pursuant to each trading arrangement is dependent on the terms and conditions of, and taxes on, the applicable PSUs, and therefore, is indeterminable at this time.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | 35 | | |

Parts II and III

Iran threat reduction disclosure

Pursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) to the Securities Exchange Act of 1934, an issuer is required to disclose in its annual or quarterly reports, as applicable, whether it or any of its affiliates knowingly engaged in certain activities, transactions or dealings relating to Iran or with individuals or entities designated pursuant to certain Executive Orders.

Disclosure may be required even where the activities, transactions or dealings were conducted in compliance with applicable law.

Except as set forth below, as of the date of this report, the Firm is not aware of any other activity, transaction or dealing by any of its affiliates during the calendar year 2025 that requires disclosure under Section 219.

As previously disclosed, during the second quarter of 2025, a non-U.S. subsidiary of the Firm processed three payments, each valued at the equivalent of approximately USD 130, for its client, a non-U.S. person, where the Iranian Embassy in London, U.K. was the beneficiary.

The Firm did not charge a fee for these transactions.

The payments were for the renewal of travel documentation for the client’s three minor children and were therefore exempt transactions pursuant to 31 C.F.R. 560.219(d).

As previously disclosed, during the third quarter of 2025, the Firm determined that an existing account holder at a non-U.S. subsidiary of the Firm had previously become employed by a subsidiary of an entity which is owned or controlled by the Government of Iran.

The account was valued at the equivalent of approximately USD 119,000.

The Firm’s non-U.S. subsidiary charged fees of the equivalent of approximately USD 850 from the time the account holder became employed by the applicable entity through the third quarter of 2025.

The Firm has closed the account.

The Firm does not intend to engage in such transactions in the future.

Director and executive officer trading arrangements

| Lori Beer | | | Chief Information Officer | | | November 15, 2024 | | | November 15, 2024 - March 31, 2025 | | | 4,105 | | |

| Jennifer Piepszak(b) | | | Co-CEO, CIB | | | October 30, 2024 | | | October 30, 2024 - March 31, 2025 | | | 8,545 | | |

(b)On January 14, 2025, JPMorganChase announced that Ms. Piepszak became a Chief Operating Officer of the Firm, effective January 14, 2025.

| 36 | | | | | | | | |

| | | | | | | 41 | | |

Parts III and IV

| Name | | | (at December 31, [removed: 2024)] [added: 2025)] | | | Positions and offices | | |

| James Dimon | | | [removed: 68] [added: 69] | | | Chairman of the Board since December 2006 and Chief Executive Officer since December 2005. | | |

| Ashley Bacon | | | [removed: 55] [added: 56] | | | Chief Risk Officer since June 2013. | | |

| Jeremy Barnum | | | [removed: 52] [added: 53] | | | Chief Financial Officer since May 2021, prior to which he was Head of Global Research for the former Corporate & Investment Bank since February 2021. He previously served as Chief Financial Officer of the former Corporate & Investment Bank from July 2013 until February 2021. | | |

| Lori A. Beer | | | [removed: 57] [added: 58] | | | Chief Information Officer since September 2017. | | |

| Mary Callahan Erdoes | | | [removed: 57] [added: 58] | | | Chief Executive Officer of Asset & Wealth Management since September 2009. | | |

| Stacey Friedman | | | [removed: 56] [added: 57] | | | General Counsel since January 2016. | | |

| Marianne Lake | | | [removed: 55] [added: 56] | | | Chief Executive Officer of Consumer & Community Banking since January 2024, having previously served as its Co-Chief Executive Officer since May 2021. She was Chief Executive Officer of Consumer Lending from May 2019 until May 2021. | | |

| Robin Leopold | | | [removed: 60] [added: 61] | | | Head of Human Resources since January 2018. | | |

| Jennifer A. [removed: Piepszak(a)(b)] [added: Piepszak] | | | [removed: 54] [added: 55] | | | [added: Chief Operating Officer since January 2025, having previously served as] Co-Chief Executive Officer of the Commercial & Investment [removed: Bank, having previously served as] [added: Bank since January 2024, prior to which she had been] Co-Chief Executive Officer of Consumer & Community Banking since May [removed: 2021, prior to which she had been] [added: 2021. She was] Chief Financial Officer [removed: since] [added: from] May [removed: 2019.] [added: 2019 until May 2021.] | | |

| Troy [removed: Rohrbaugh(a)] [added: Rohrbaugh] | | | [removed: 54] [added: 55] | | | Co-Chief Executive Officer of the Commercial & Investment Bank since January 2024, prior to which he had been the Co-Head of Markets & Securities Services since June 2023. He was Head of Global Markets from January 2019 until June 2023. | | |

Unless otherwise noted, during the five fiscal years ended December 31, [removed: 2024,] [added: 2025,] all of JPMorganChase’s above-named executive officers have continuously held senior-level positions with JPMorganChase.

Information to be provided in Items 10, 11, 12, 13 and 14 of this [removed: 2024] [added: 2025] Form 10-K and not otherwise included herein is incorporated by reference to the Firm’s Definitive Proxy Statement for its [removed: 2025] [added: 2026] Annual Meeting of Stockholders to be held on May [removed: 20, 2025,] [added: 19, 2026,] which will be filed with the SEC within 120 days of the end of the Firm’s fiscal year ended December 31, [removed: 2024.][added: 2025.]

The Insider Trading Policy is filed as Exhibit 19 to this [removed: 2024] [added: 2025] Form 10-K.

| Douglas B. Petno | | | 60 | | | Co-Chief Executive Officer of the Commercial & Investment Bank since January 2025, having previously served as Co-Head of Global Banking since January 2024, prior to which he had been Chief Executive Officer of the former Commercial Banking since January 2012. | | |

| | | | | | | 37 | | |

Parts III and IV

| Daniel E. Pinto(a)(b) | | | 62 | | | President and Chief Operating Officer since January 2022, Co-President and Co-Chief Operating Officer since January 2018. He also served as Chief Executive Officer of the former Corporate & Investment Bank from March 2014 until January 2024. | | |

(a)Effective in the second quarter of 2024, JPMorganChase reorganized its reportable business segments by combining the former Corporate & Investment Bank and Commercial Banking business segments to form one reportable segment, the Commercial & Investment Bank.

Refer to Business Segment & Corporate Results on page 70 for further information.

(b)On January 14, 2025, JPMorganChase announced new responsibilities for certain executives: Mr. Pinto will retire at the end of 2026, will relinquish his duties as President and Chief Operating Officer as of June 30, 2025, and will continue to serve as Vice Chairman through the end of 2026; Ms. Piepszak became a Chief Operating Officer of the Firm, effective January 14, 2025; and Doug Petno, Co-Head of Global Banking, succeeded Ms. Piepszak as co-Chief Executive Officer of the Commercial & Investment Bank.

Refer to Recent events on page 57 of this 2024 Form 10-K for further information.

| 42 | | | | | | | | |

| December 31, [removed: 2024] [added: 2025] | | | Number of shares to be issued upon exercise of outstanding stock appreciation rights | | | | | | Weighted-average exercise price of outstanding stock appreciation rights | | | | | | | | | | | | Number of shares remaining available for future issuance under stock incentive plans | | | | | |

| Employee share-based incentive plans approved by shareholders | | | 2,250,000 | | | (a) | | | | | | $ | 152.19 | | | | | | | | [removed: 81,151,866] [added: 77,131,051] | | | (b) | | |

| Total | | | 2,250,000 | | | | | | | | | $ | 152.19 | | | | | | | | [removed: 81,151,866] [added: 77,131,051] | | | | | |

(a)Does not include restricted stock units or performance stock units granted under the shareholder-approved Long-Term Incentive Plan [removed: (“LTIP”), as amended and restated effective May 21, 2024.][added: (“LTIP”).]

| 38 | | | | | | | | |

| | | | | | | 43 | | |

Part IV

| | | | | | | The Consolidated Financial Statements, the Notes thereto and the report of the Independent Registered Public Accounting Firm thereon listed in Item 8 are set forth commencing on page [removed: 169.] [added: 162.] | | |

| 3.1 | | | | | | [Restated Certificate of Incorporation of JPMorgan Chase & Co., [removed: effective April 5, 2006 (incorporated] [added: effective](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams) [September 1](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams)[6, 202](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams)[5](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams) [(incorporated] by reference to Exhibit 3.1 to [removed: the Current] [added: the](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams) [Quarterly] Report on Form [removed: 8-K of] [added: 10-Q](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams) [of] JPMorgan Chase & Co. (File No. [removed: 1-5805) filed April 7, 2006).](https://www.sec.gov/Archives/edgar/data/19617/000001961706000316/charter.htm)] [added: 1-5805)](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams) [for the quarter ended September 3](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams)[0](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams)[, 2025](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams)[).](https://www.sec.gov/Archives/edgar/data/19617/000162828025048859/corpq32025exhibit31.htm?secureweb=ms-teams)] | | |

| [removed: 3.2] [added: 10.4] | | | | | | [removed: [Amendment to the Restated Certificate of Incorporation of JPMorgan] [added: [JPMorgan] Chase & [removed: Co.,] [added: Co. Amended and Restated Long-Term Incentive Plan,] effective [removed: June 7, 2013] [added: May 21, 2024] (incorporated by reference to [added: the] Appendix [removed: F to] [added: of] the [removed: Proxy Statement on] Schedule 14A of JPMorgan Chase & Co. (File No. 1-5805) filed April [removed: 10, 2013).](https://www.sec.gov/Archives/edgar/data/19617/000001961713000255/jpmc2013definitiveproxysta.htm#s9C98380849612BA221D7A810F58C0557)] [added: 8, 2024).](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm)[(a)](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm)] | | |

| [removed: 3.3] [added: 3.2] | | | | | | [Certificate of Designations for Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series CC (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed October 20, 2017).](https://www.sec.gov/Archives/edgar/data/19617/000119312517315381/d466503dex31.htm) | | |

| [removed: 3.4] [added: 3.3] | | | | | | [Certificate of Designations for 5.75% Non-Cumulative Preferred Stock, Series DD (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed September 21, 2018).](https://www.sec.gov/Archives/edgar/data/19617/000119312518280035/d599114dex31.htm) | | |

| [removed: 3.5] [added: 3.4] | | | | | | [Certificate of Designations for 6.00% Non-Cumulative Preferred Stock, Series EE (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed January 24, 2019).](https://www.sec.gov/Archives/edgar/data/19617/000119312519015911/d691715dex31.htm) | | |

| [removed: 3.6] [added: 3.5] | | | | | | [Certificate of Designations for 4.75% Non-Cumulative Preferred Stock, Series GG (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed November 7, 2019).](https://www.sec.gov/Archives/edgar/data/19617/000119312519287311/d811237dex31.htm) | | |

| [removed: 3.7] [added: 3.6] | | | | | | [Certificate of Designations for Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series II (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed February 24, 2020).](https://www.sec.gov/Archives/edgar/data/19617/000119312520046432/d886563dex31.htm) | | |

| [removed: 3.8] [added: 3.7] | | | | | | [Certificate of Designations for 4.55% Non-Cumulative Preferred Stock, Series JJ (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed March 17, 2021).](https://www.sec.gov/Archives/edgar/data/19617/000119312521084083/d119161dex31.htm) | | |

| [removed: 3.90] [added: 3.8] | | | | | | [Certificate of Designations for 3.65% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series KK (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed May 12, 2021).](https://www.sec.gov/Archives/edgar/data/19617/000119312521159144/d26080dex31.htm) | | |

| [removed: 3.10] [added: 3.9] | | | | | | [Certificate of Designations for 4.625% Non-Cumulative Preferred Stock, Series LL (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed May 20, 2021).](https://www.sec.gov/Archives/edgar/data/19617/000119312521167776/d169285dex31.htm) | | |

| [removed: 3.11] [added: 3.10] | | | | | | [Certificate of Designations for 4.20% Non-Cumulative Preferred Stock, Series MM (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed July 29, 2021).](https://www.sec.gov/Archives/edgar/data/19617/000119312521229188/d174865dex31.htm) | | |

| [removed: 3.12] [added: 3.11] | | | | | | [removed: [C](https://www.sec.gov/Archives/edgar/data/19617/000119312524065885/d807686dex31.htm)[ertificate] [added: [Certificate] of Designations for [removed: 6.](https://www.sec.gov/Archives/edgar/data/19617/000119312524065885/d807686dex31.htm)[875%] [added: 6.875%] Non-Cumulative Preferred Stock, Series NN (incorporated by [removed: referen](https://www.sec.gov/Archives/edgar/data/19617/000119312524065885/d807686dex31.htm)[ce] [added: reference] to [removed: Exhibit](https://www.sec.gov/Archives/edgar/data/19617/000119312524065885/d807686dex31.htm) [3.1] [added: Exhibit 3.1] to the Current [removed: R](https://www.sec.gov/Archives/edgar/data/19617/000119312524065885/d807686dex31.htm)[eport] [added: Report] on Form 8-K of [removed: JP](https://www.sec.gov/Archives/edgar/data/19617/000119312524065885/d807686dex31.htm)[Morgan] [added: JPMorgan] Chase & Co. (File 1-5805) filed March 12, 2024).](https://www.sec.gov/Archives/edgar/data/19617/000119312524065885/d807686dex31.htm) | | |

| [removed: 3.13] [added: 3.12] | | | | | | [Certificate of Designations for 6.500% Non-Cumulative Preferred Stock, Series OO (incorporated by reference to Exhibit 3.1 to the Current Report on From 8-K of JPMorgan Chase & Co. (File 1-5808) filed February 4, 2025).](https://www.sec.gov/Archives/edgar/data/19617/000119312525020070/d876756dex31.htm) | | |

| [removed: 3.14] [added: 3.13] | | | | | | [By-laws of JPMorgan Chase & Co., as amended, [removed: effective](https://www.sec.gov/Archives/edgar/data/19617/000001961723000501/jpmcby-laws09192023.htm) [September](https://www.sec.gov/Archives/edgar/data/19617/000001961723000501/jpmcby-laws09192023.htm) [1](https://www.sec.gov/Archives/edgar/data/19617/000001961723000501/jpmcby-laws09192023.htm)[9](https://www.sec.gov/Archives/edgar/data/19617/000001961723000501/jpmcby-laws09192023.htm)[, 2023 (incorporated] [added: effective September 1](https://www.sec.gov/Archives/edgar/data/19617/000001961725000907/jpmcby-laws09122025.htm)[2](https://www.sec.gov/Archives/edgar/data/19617/000001961725000907/jpmcby-laws09122025.htm)[, 202](https://www.sec.gov/Archives/edgar/data/19617/000001961725000907/jpmcby-laws09122025.htm)[5](https://www.sec.gov/Archives/edgar/data/19617/000001961725000907/jpmcby-laws09122025.htm) [(incorporated] by reference to Exhibit 3.2 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) [removed: filed](https://www.sec.gov/Archives/edgar/data/19617/000001961723000501/jpmcby-laws09192023.htm) [September](https://www.sec.gov/Archives/edgar/data/19617/000001961723000501/jpmcby-laws09192023.htm) [](https://www.sec.gov/Archives/edgar/data/19617/000001961723000501/jpmcby-laws09192023.htm)[22](https://www.sec.gov/Archives/edgar/data/19617/000001961723000501/jpmcby-laws09192023.htm)[, 2023).](https://www.sec.gov/Archives/edgar/data/19617/000001961723000501/jpmcby-laws09192023.htm)] [added: filed September](https://www.sec.gov/Archives/edgar/data/19617/000001961725000907/jpmcby-laws09122025.htm) [1](https://www.sec.gov/Archives/edgar/data/19617/000001961725000907/jpmcby-laws09122025.htm)[2, 202](https://www.sec.gov/Archives/edgar/data/19617/000001961725000907/jpmcby-laws09122025.htm)[5](https://www.sec.gov/Archives/edgar/data/19617/000001961725000907/jpmcby-laws09122025.htm)[).](https://www.sec.gov/Archives/edgar/data/19617/000001961725000907/jpmcby-laws09122025.htm)] | | |

| 4.6 | | | | | | [Description of Securities of JPMorgan Chase & Co. registered pursuant to Section 12 of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit46.htm) [(b)](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit46.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit46.htm) [(b)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit46.htm)] | | |

| [removed: 10.2] [added: 10.19] | | | | | | [removed: [2005 Deferred Compensation Plan for Non-Employee Directors] [added: [Form] of JPMorgan Chase & [removed: Co.,] [added: Co. Performance-Based Incentive Compensation Plan,] effective as of January 1, [removed: 2005] [added: 2021, as amended] (incorporated by reference to Exhibit [removed: 10.2] [added: 10.23] to the Annual Report on Form 10-K of JPMorgan Chase & Co. (File No. [removed: 1-5805)] [added: 1-5808)] for the year ended December 31, [removed: 2007).](https://www.sec.gov/Archives/edgar/data/19617/000119312508043536/dex102.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000119312508043536/dex102.htm)] [added: 2021).](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1023.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1023.htm)] | | |

| 10.9 | | | | | | [Forms of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for [removed: performance share units and] restricted stock units [added: and performance share unit awards] for Operating Committee members (U.S. and U.K.), dated as of January [removed: 17, 2017] [added: 21, 2020] (incorporated by reference to Exhibit [removed: 10.23] [added: 10.18] to the Annual Report on Form 10-K of JPMorgan Chase & Co. (File No. 1-5805) for the year ended December 31, [removed: 2016).](https://www.sec.gov/Archives/edgar/data/19617/000001961717000314/corp10k2016exhibit1023.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961717000314/corp10k2016exhibit1023.htm)] [added: 2019)](https://www.sec.gov/Archives/edgar/data/19617/000001961720000257/corp10k2019exhibit1018.htm)[.](https://www.sec.gov/Archives/edgar/data/19617/000001961720000257/corp10k2019exhibit1018.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961720000257/corp10k2019exhibit1018.htm)] | | |

| 10.10 | | | | | | [Forms of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for [removed: performance share units and] restricted stock units [added: and performance share unit awards] for Operating Committee members (U.S. and U.K.), dated as of January [removed: 16, 2018 (incorporated] [added: 19, 2021(incorporated] by reference to Exhibit [removed: 10.19] [added: 10.17] to the Annual Report on Form 10-K of JPMorgan Chase & Co. (File No. 1-5805) for the year ended December 31, [removed: 2017).](https://www.sec.gov/Archives/edgar/data/19617/000001961718000057/corp10k2017exhibit1019.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961718000057/corp10k2017exhibit1019.htm)] [added: 2020).](https://www.sec.gov/Archives/edgar/data/19617/000001961721000236/corp10k2020exhibit1017.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961721000236/corp10k2020exhibit1017.htm)] | | |

| [removed: 10.11] [added: 10.14] | | | | | | [Forms of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for restricted stock units [added: and performance share unit awards] for Operating Committee members (U.S. and U.K.), dated as of January [removed: 15, 2019] [added: 17, 2023] (incorporated by reference to Exhibit 10.18 to the Annual Report on Form 10-K of JPMorgan Chase & Co. (File No. [removed: 1-5805)] [added: 1-5808)] for the year ended December 31, [removed: 2018).](https://www.sec.gov/Archives/edgar/data/19617/000001961719000054/corp10k2018exhibit1018.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961719000054/corp10k2018exhibit1018.htm)] [added: 2022).](https://www.sec.gov/Archives/edgar/data/19617/000001961723000231/corp10k2022exhibit1018.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961723000231/corp10k2022exhibit1018.htm)] | | |

| [removed: 10.12] [added: 10.13] | | | | | | [Forms of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for restricted stock units and performance share unit awards for Operating Committee members (U.S. and U.K.), dated as of January [removed: 21, 2020] [added: 18, 2022] (incorporated by reference to Exhibit [removed: 10.18] [added: 10.20] to the Annual Report on Form 10-K of JPMorgan Chase & Co. (File No. [removed: 1-5805)] [added: 1-5808)] for the year ended December 31, [removed: 2019)](https://www.sec.gov/Archives/edgar/data/19617/000001961720000257/corp10k2019exhibit1018.htm)[.](https://www.sec.gov/Archives/edgar/data/19617/000001961720000257/corp10k2019exhibit1018.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961720000257/corp10k2019exhibit1018.htm)] [added: 2021).](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1020.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1020.htm)] | | |

| [removed: 10.13] [added: 10.15] | | | | | | [Forms of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for restricted stock units and performance share unit awards for Operating Committee members (U.S. and U.K.), dated as of January [removed: 19, 2021(incorporated] [added: 16, 2024 (incorporated] by reference to Exhibit [removed: 10.17] [added: 10.19] to the Annual Report on Form 10-K of JPMorgan Chase & Co. (File No. [removed: 1-5805)] [added: 1-5808)] for the year ended December 31, [removed: 2020).](https://www.sec.gov/Archives/edgar/data/19617/000001961721000236/corp10k2020exhibit1017.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961721000236/corp10k2020exhibit1017.htm)] [added: 2023).](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000019617/000001961724000225/jpm-20231231.htm)[(a)](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000019617/000001961724000225/jpm-20231231.htm)] | | |

| [removed: 10.14] [added: 10.11] | | | | | | [Form of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for stock appreciation rights for Chairman/Chief Executive Officer, dated July 20, 2021 (incorporated by reference to Exhibit 99 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed July 20, 2021).](https://www.sec.gov/Archives/edgar/data/19617/000001961721000371/termsandconditions.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961721000371/termsandconditions.htm) | | |

| [removed: 10.15] [added: 10.12] | | | | | | [Form of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for stock appreciation rights for President and Chief Operating Officer, dated December 14, 2021 (incorporated by reference to Exhibit 99 to the Current Report on Form 8-K of JPMorgan Chase & Co. (File No. 1-5805) filed December 15, 2021).](https://www.sec.gov/Archives/edgar/data/19617/000001961721000534/termsandconditionsp.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961721000534/termsandconditionsp.htm) | | |

| 10.16 | | | | | | [Forms of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for restricted stock units and performance share unit awards for Operating Committee members (U.S. and U.K.), dated as of January [removed: 18, 2022](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1020.htm) [](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1020.htm)[(incorporated] [added: 21, 2025](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm) [(inco](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[rporated] by reference to Exhibit [removed: 10.20 to the Annual] [added: 10.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[19](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm) [to](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm) [the A](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[nnual] Report on Form 10-K of JPMorgan Chase [removed: & Co.] [added: &](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm) [Co.] (File No. [removed: 1-5808)] [added: 1](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[\-5808)] for the year ended December 31, [removed: 2021).](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1020.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1020.htm)] [added: 202](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[4](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)] | | |

| 10.17 | | | | | | [Forms of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for restricted stock units and performance share unit awards for Operating Committee [removed: members (U.S. and U.K.),] [added: members](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm)[,] dated as [removed: of January 17, 2023](https://www.sec.gov/Archives/edgar/data/19617/000001961723000231/corp10k2022exhibit1018.htm) [(incorporated by reference to Exhibit 10.1](https://www.sec.gov/Archives/edgar/data/19617/000001961723000231/corp10k2022exhibit1018.htm)[8 to the Annual Report on Form 10-K of J](https://www.sec.gov/Archives/edgar/data/19617/000001961723000231/corp10k2022exhibit1018.htm)[PMorgan Chase & Co. (File No. 1-5808) for the year ended December 31, 202](https://www.sec.gov/Archives/edgar/data/19617/000001961723000231/corp10k2022exhibit1018.htm)[2](https://www.sec.gov/Archives/edgar/data/19617/000001961723000231/corp10k2022exhibit1018.htm)[).](https://www.sec.gov/Archives/edgar/data/19617/000001961723000231/corp10k2022exhibit1018.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961723000231/corp10k2022exhibit1018.htm)] [added: of](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm) [January](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm) [20](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm)[, 202](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm)[6](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm)[.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm)[(](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm)[b)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit1017.htm)] | | |

| [removed: 10.20] [added: 10.18] | | | | | | [Employee Stock Purchase Plan of JPMorgan Chase & Co., as amended and restated effective as of January 1, 2019 (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q of JPMorgan Chase & Co. (File No. 1-5805) for the quarter ended September 30, 2019).](https://www.sec.gov/Archives/edgar/data/19617/000001961719000232/corpq32019exhbit101.htm) | | |

| 19 | | | | | | [removed: [I](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit19.htm)[nsider] [added: [Insider] Trading Policy - [removed: Firm](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit19.htm)[wide](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit19.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit19.htm)] [added: Firmwide](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit19.htm)[, effective](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit19.htm) [F](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit19.htm)[ebruary](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit19.htm) [12](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit19.htm)[, 202](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit19.htm)[6](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit19.htm)[.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit19.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit19.htm)] | | |

| 21 | | | | | | [List of subsidiaries of JPMorgan Chase & [removed: Co.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit21.htm)[(b](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit21.htm))] [added: Co.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit21.htm)[(b](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit21.htm))] | | |

| 22.2 | | | | | | [Subsidiary Guarantors and Issuers of Guaranteed [removed: Securities.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit222.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit222.htm)] [added: Securities.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit222.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit222.htm)] | | |

| 23 | | | | | | [Consent of independent registered public accounting [removed: firm.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit23.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit23.htm)] [added: firm.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit23.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit23.htm)] | | |

| 31.1 | | | | | | [removed: [Certification.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit311.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit311.htm)] [added: [Certification.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit311.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit311.htm)] | | |

| 31.2 | | | | | | [removed: [Certification.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit312.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit312.htm)] [added: [Certification.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit312.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit312.htm)] | | |

| 32 | | | | | | [Certification pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit32.htm)[(c)](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit32.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit32.htm)[(c)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit32.htm)] | | |

| 97 | | | | | | [removed: [Policy for the Recovery] [added: [Recovery] of [removed: Erroneously] [added: Erroneou](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit97.htm)[sly] Awarded Incentive-Based [removed: Compensation](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit97.htm).(b)] [added: Compe](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit97.htm)[nsation Policy - Firmwide,](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit97.htm) [effective](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit97.htm) [October 10, 2025](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit97.htm)[.](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit97.htm)[(b)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit97.htm)] | | |

(d) Pursuant to Rule 405 of Regulation S-T, includes the following financial information included in the Firm’s Form 10-K for the year ended December 31, [removed: 2024,] [added: 2025,] formatted in XBRL (eXtensible Business Reporting Language) interactive data files: (i) the Consolidated statements of income for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] (ii) the Consolidated statements of comprehensive income for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] (iii) the Consolidated balance sheets as of December 31, [removed: 2024] [added: 2025] and [removed: 2023,] [added: 2024,] (iv) the Consolidated statements of changes in stockholders’ equity for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] (v) the Consolidated statements of cash flows for the years ended December 31, [removed: 2024, 2023] [added: 2025, 2024] and [removed: 2022,] [added: 2023,] and (vi) the Notes to Consolidated Financial Statements.

| [removed: Financial: | | | | | | | | | | | |] Audited financial statements: | | | | | | [removed: | | |]

| [removed: 50 | | | | | |] [Three-Year Summary of Consolidated Financial [removed: Highlights](#i10281a16482a4457aa2945e48cb08b7c_121) | | | | | | 168 | | |] [added: Highlights](#i1e82dc5e49024170976eb7ddc7c0a10b_121)] | | | [removed: [Management’s Report on Internal Control Over Financial Reporting](#i10281a16482a4457aa2945e48cb08b7c_298)] [added: 44] | | |

| Management’s discussion and analysis: | | | | | | [removed: | | | | | | 172 | | | | | | [Consolidated Financial Statements](#i10281a16482a4457aa2945e48cb08b7c_310) | | |]

| [removed: 52 | | | | | | [Introduction](#i10281a16482a4457aa2945e48cb08b7c_130) | | | | | | 177 | | |] [added: Notes to consolidated financial statements:] | | | [removed: [Notes to Consolidated Financial Statements](#i10281a16482a4457aa2945e48cb08b7c_325)] [added: Page] | | |

| | | | | | | 39 | | |

| 10.2 | | | | | | [2005 Deferred Compensation Plan for Non-Employee Directors of JPMorgan Chase & Co.,](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit102.htm) [a](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit102.htm)[s amended and restated effective January 1, 2025](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit102.htm)[(a)(b)](https://www.sec.gov/Archives/edgar/data/19617/000162828026008131/corp10k2025exhibit102.htm) | | |

| 40 | | | | | | | | |

| | | | | | | 41 | | |

Part IV

| 42 | | | | | | | | |

| Financial: | | | Page | | |

| [Five-Year Stock Performance](#i1e82dc5e49024170976eb7ddc7c0a10b_124) | | | 45 | | |

| [Introduction](#i1e82dc5e49024170976eb7ddc7c0a10b_130) | | | 46 | | |

| [Business Segment](#i1e82dc5e49024170976eb7ddc7c0a10b_151) [& Corpo](#i1e82dc5e49024170976eb7ddc7c0a10b_151)[ra](#i1e82dc5e49024170976eb7ddc7c0a10b_151)[te Results](#i1e82dc5e49024170976eb7ddc7c0a10b_151) | | | 62 | | |

| [Liquidity Risk Management](#i1e82dc5e49024170976eb7ddc7c0a10b_190) | | | 100 | | |

| [Reputation Risk Management](#i1e82dc5e49024170976eb7ddc7c0a10b_199) | | | 108 | | |

| [Credit Portfolio](#i1e82dc5e49024170976eb7ddc7c0a10b_205) | | | 111 | | |

| [Consumer Credit Portfolio](#i1e82dc5e49024170976eb7ddc7c0a10b_208) | | | 112 | | |

| [Wholesale Credit Portfolio](#i1e82dc5e49024170976eb7ddc7c0a10b_217) | | | 118 | | |

| [Allowance for Credit Losses](#i1e82dc5e49024170976eb7ddc7c0a10b_220) | | | 129 | | |

| [Investment Portfolio Risk Management](#i1e82dc5e49024170976eb7ddc7c0a10b_223) | | | 132 | | |

| [Market Risk Management](#i1e82dc5e49024170976eb7ddc7c0a10b_226) | | | 133 | | |

| [Country Risk Management](#i1e82dc5e49024170976eb7ddc7c0a10b_241) | | | 143 | | |

| [C](#i1e82dc5e49024170976eb7ddc7c0a10b_244)[li](#i1e82dc5e49024170976eb7ddc7c0a10b_244)[mate](#i1e82dc5e49024170976eb7ddc7c0a10b_244) [Risk Manag](#i1e82dc5e49024170976eb7ddc7c0a10b_244)[ement](#i1e82dc5e49024170976eb7ddc7c0a10b_244) | | | 145 | | |

| [Operational Risk Management](#i1e82dc5e49024170976eb7ddc7c0a10b_247) | | | 146 | | |

| [Forward-Looking Statements](#i1e82dc5e49024170976eb7ddc7c0a10b_289) | | | 160 | | |

| [Management’s Report on Internal Control Over Financial Reporting](#i1e82dc5e49024170976eb7ddc7c0a10b_295) | | | 161 | | |

| [Report of Independent Registered Public Accounting Firm](#i1e82dc5e49024170976eb7ddc7c0a10b_298) | | | 162 | | |

| [Consolidated Financial Statements](#i1e82dc5e49024170976eb7ddc7c0a10b_307) | | | 165 | | |

| [Note 1 - Basis of presentation](#i1e82dc5e49024170976eb7ddc7c0a10b_325) | | | 170 | | |

| [Note 2 - Fair value measurement](#i1e82dc5e49024170976eb7ddc7c0a10b_328) | | | 174 | | |

| [Note 3 - Fair value option](#i1e82dc5e49024170976eb7ddc7c0a10b_346) | | | 196 | | |

| [Note 4 - Credit risk concentrations](#i1e82dc5e49024170976eb7ddc7c0a10b_349) | | | 200 | | |

| [Note 5 - Derivative instruments](#i1e82dc5e49024170976eb7ddc7c0a10b_352) | | | 202 | | |

| [Note 6 - Noninterest revenue and noninterest expense](#i1e82dc5e49024170976eb7ddc7c0a10b_376) | | | 218 | | |

| [Note 7 - Interest income and interest expense](#i1e82dc5e49024170976eb7ddc7c0a10b_379) | | | 222 | | |

| [Note 8 - Pension and other postretirement employee benefit](#i1e82dc5e49024170976eb7ddc7c0a10b_382) [plans](#i1e82dc5e49024170976eb7ddc7c0a10b_382) | | | 223 | | |

| [Note 9 - Employee share-based incentives](#i1e82dc5e49024170976eb7ddc7c0a10b_403) | | | 226 | | |

| [Note 10 - Investment securities](#i1e82dc5e49024170976eb7ddc7c0a10b_415) | | | 228 | | |

| [Note 11 - Securities financing activities](#i1e82dc5e49024170976eb7ddc7c0a10b_418) | | | 233 | | |

| [Note 12 - Loans](#i1e82dc5e49024170976eb7ddc7c0a10b_421) | | | 236 | | |

| [Note 13 - Allowance for credit losses](#i1e82dc5e49024170976eb7ddc7c0a10b_433) | | | 258 | | |

| [Note 14 - Variable interest entities](#i1e82dc5e49024170976eb7ddc7c0a10b_436) | | | 263 | | |

| [Note 15 - Goodwill, mortgage servicing rights, and other intangible](#i1e82dc5e49024170976eb7ddc7c0a10b_439) [assets](#i1e82dc5e49024170976eb7ddc7c0a10b_439) | | | 272 | | |

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| 44 | | | | | | | | |

| 10.4 | | | | | | [JPMorgan Chase & Co. Amended and Restated Long-Term Incentive Plan, effective May](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm) [21](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm)[,](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm) [202](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm)[4](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm) [(incorporated by reference to the Appendix of the Schedule 14A of JPMorgan Chase & Co. (File No. 1-5805) filed April](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm) [8](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm)[, 202](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm)[4](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm)[).](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm)[(a)](https://www.sec.gov/ix?doc=/Archives/edgar/data/19617/000001961724000273/jpm-20240406.htm) | | |

| | | | | | | 45 | | |

| 10.18 | | | | | | [Forms of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for restricted stock units and performance share unit awards for Operating Committee members (U.S. and U.K.), dated as of January 16, 2024](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000019617/000001961724000225/jpm-20231231.htm) [(incorporated by reference to Exhibit 10.19 to the Annual](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000019617/000001961724000225/jpm-20231231.htm) [Report on Form 10-K of JPMorgan Chase & Co. (File No. 1-5808) for the year ended December 31, 2023)](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000019617/000001961724000225/jpm-20231231.htm)[.](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000019617/000001961724000225/jpm-20231231.htm)[(a)](https://www.sec.gov/ix?doc=/Archives/edgar/data/0000019617/000001961724000225/jpm-20231231.htm) | | |

| 10.19 | | | | | | [Forms of JPMorgan Chase & Co. Long-Term Incentive Plan Terms and Conditions for restricted stock units and performance share unit awards for Operating Committee members (U.S. and U.K.), dated as of January](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm) [21](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[, 202](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[5](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[.](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm)[(a)(b)](https://www.sec.gov/Archives/edgar/data/19617/000001961725000270/corp10k2024exhibit1019.htm) | | |

| 46 | | | | | | | | |

| 10.21 | | | | | | [Form of JPMorgan Chase & Co. Performance-Based Incentive Compensation Plan, effective as of January 1, 2021, as amended (incorporated by reference to Exhibit 10.23 to the Annual Report on Form 10-K of JPMorgan Chase & Co. (File No. 1-5808) for the year ended December 31, 2021).](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1023.htm)[(a)](https://www.sec.gov/Archives/edgar/data/19617/000001961722000272/corp10k2021exhibit1023.htm) | | |

| | | | | | | 47 | | |

page 48 not used

| 48 | | | | | | | | |

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| | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | |

| 51 | | | | | | [Five-Year Stock Performance](#i10281a16482a4457aa2945e48cb08b7c_124) | | | | | | 169 | | | | | | [Report of Independent Registered Public Accounting Firm](#i10281a16482a4457aa2945e48cb08b7c_301) | | |

| 70 | | | | | | [Business Segment & Corporate Results](#i10281a16482a4457aa2945e48cb08b7c_151) | | | | | | 327 | | | | | | [Glossary of Terms and Acronyms](#i10281a16482a4457aa2945e48cb08b7c_547) | | |

| 108 | | | | | | [Liquidity Risk Management](#i10281a16482a4457aa2945e48cb08b7c_193) | | | | | | | | | | | | | | |

| 141 | | | | | | [Market Risk Management](#i10281a16482a4457aa2945e48cb08b7c_229) | | | | | | | | | | | | | | |

| 150 | | | | | | [Country Risk Management](#i10281a16482a4457aa2945e48cb08b7c_244) | | | | | | | | | | | | | | |

| 152 | | | | | | [Climate Risk Management](#i10281a16482a4457aa2945e48cb08b7c_247) | | | | | | | | | | | | | | |

| 153 | | | | | | [Operational Risk Management](#i10281a16482a4457aa2945e48cb08b7c_250) | | | | | | | | | | | | | | |

| 167 | | | | | | [Forward-Looking Statements](#i10281a16482a4457aa2945e48cb08b7c_292) | | | | | | | | | | | | | | |

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(c)The ratios reflect the Current Expected Credit Losses (“CECL”) capital transition provisions.

(d)Reflects the Firm’s ratios under the Basel III Standardized approach.

Refer to Executive Overview on pages 54–58, and Notes 2 and 6 for additional information on the exchange offer for Visa Class B-1 common stock.

| JPMorganChase | | | $ | 100.00 | | | | | $ | 94.48 | | | | | $ | 120.68 | | | | | $ | 105.48 | | | | | $ | 137.91 | | | | | $ | 198.96 | |

| KBW Bank Index | | | 100.00 | | | | | | 89.69 | | | | | | 124.08 | | | | | | 97.53 | | | | | | 96.66 | | | | | | 132.62 | | |

| S&P Financials Index | | | 100.00 | | | | | | 98.24 | | | | | | 132.50 | | | | | | 118.54 | | | | | | 132.94 | | | | | | 173.57 | | |