8-K
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): September 29, 2020

 

 

JPMorgan Chase & Co.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-5805   13-2624428

(State or other jurisdiction of

incorporation or organization)

  (Commission File Number)  

(I.R.S. employer

identification no.)

383 Madison Avenue, New York, New York     10179
(Address of principal executive offices)     (Zip Code)

Registrant’s telephone number, including area code: (212) 270-6000

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common stock   JPM   The New York Stock Exchange

Depositary Shares, each representing a one-four hundredth interest in a share of
6.10% Non-Cumulative Preferred Stock, Series AA

  JPM PR G   The New York Stock Exchange

Depositary Shares, each representing a one-four hundredth interest in a share of
6.15% Non-Cumulative Preferred Stock, Series BB

  JPM PR H   The New York Stock Exchange

Depositary Shares, each representing a one-four hundredth interest in a share of
5.75% Non-Cumulative Preferred Stock, Series DD

  JPM PR D   The New York Stock Exchange

Depositary Shares, each representing a one-four hundredth interest in a share of
6.00% Non-Cumulative Preferred Stock, Series EE

  JPM PR C   The New York Stock Exchange

Depositary Shares, each representing a one-four hundredth interest in a share of
4.75% Non-Cumulative Preferred Stock, Series GG

  JPM PR J   The New York Stock Exchange

Alerian MLP Index ETNs due May 24, 2024

  AMJ   NYSE Arca, Inc.

Guarantee of Callable Step-Up Fixed Rate Notes due April 26, 2028 of JPMorgan
Chase Financial Company LLC

  JPM/28   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐


Item 8.01

Other Events.

JPMorgan Chase & Co. (“JPMC”) announced today that it had entered into a resolution with the U.S. Department of Justice (“DOJ”) and, along with JPMorgan Chase Bank, N.A. (the “Bank”) and J.P. Morgan Securities LLC (“JPMS”), entered into a resolution with the U.S. Commodity Futures Trading Commission (“CFTC”). JPMS also entered into a resolution with the U.S. Securities and Exchange Commission (“SEC”). Collectively, these agreements resolve those agencies’ respective investigations relating to historical trading practices by former employees in the precious metals and U.S. treasuries markets and related conduct during the 2008 to 2016 time period.

JPMC entered into a Deferred Prosecution Agreement (“DPA”) with DOJ, in which it agreed to the filing of a criminal information charging JPMC with two counts of wire fraud and agreed, along with the Bank and JPMS (together with JPMC, the “Firm”), to certain terms and obligations as set forth therein. Under the terms of the DPA, which will be in effect for three years, the criminal information will be dismissed after three years, provided that the Firm fully complies with all of its obligations. The DOJ acknowledged the Firm’s enhancements to its compliance program and the status of the Firm’s internal controls.

Across the three resolutions with the DOJ, CFTC and SEC, the Firm has agreed to pay a total monetary amount of $920,203,609, approximately half of which has been reserved in previous quarters. A portion of the total monetary amount includes victim compensation payments.

The complete agreements, including the Firm’s obligations under each, can be accessed at the DOJ, CFTC and SEC websites at www.justice.gov, www.cftc.gov and www.sec.gov, respectively.

A copy of the Firm’s press release relating to this announcement is attached as Exhibit 99 hereto.

 

Item 9.01.

Financial Statements and Exhibits

(d) Exhibits

 

99    JPMorgan Chase & Co. press release dated September 29, 2020
101    Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language).
104    Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

JPMORGAN CHASE & CO.
(Registrant)
By:  

/s/ Jordan A. Costa

Name:   Jordan A. Costa
Title:   Managing Director

Dated: September 29, 2020

EX-99

Exhibit 99

 

 

JPMorgan Chase & Co.

383 Madison Avenue, New York, NY 10179-0001

NYSE symbol: JPM

www.jpmorganchase.com

   LOGO

 

 

News release: IMMEDIATE RELEASE

JPMorgan Chase Resolves Investigations Into Precious Metals and U.S. Treasuries Markets

New York, September 29, 2020 – JPMorgan Chase & Co. (NYSE: JPM) (“JPMorgan Chase” or the “Firm”) announced today that the firm has entered into agreements with the U.S. Department of Justice (DOJ), the U.S. Commodity Futures Trading Commission (CFTC) and the U.S. Securities & Exchange Commission (SEC) to resolve investigations into historical trading practices by former employees in the precious metals and U.S. treasuries markets, and related conduct between 2008 and 2016.

“The conduct of the individuals referenced in today’s resolutions is unacceptable and they are no longer with the firm,” said Daniel Pinto, co-President of JPMorgan Chase and CEO of the Corporate & Investment Bank. “We appreciate that the considerable resources we’ve dedicated to internal controls was recognized by the DOJ, including enhancements to compliance policies, surveillance systems and training programs.”

In connection with the agreements, the firm will pay a total of approximately $920 million and has entered into a deferred prosecution agreement (DPA) with the DOJ. The DPA will expire after three years so long as the firm and its subsidiaries, JPMorgan Chase Bank, N.A. and J.P. Morgan Securities LLC, fully comply with their respective obligations under the DPA.

The firm does not expect any disruption of service to clients as a result of these resolutions.

Today’s agreements fully resolve investigations by the DOJ, CFTC and SEC facing the firm on these matters.

 

 

Investor Contact:    Jason Scott       Media Contact:    Joseph Evangelisti
   212-270-2479          212-270-7438


JPMorgan Chase & Co. (NYSE: JPM) is a leading global financial services firm with assets of $3.2 trillion and operations worldwide. The Firm is a leader in investment banking, financial services for consumers and small businesses, commercial banking, financial transaction processing, and asset management. A component of the Dow Jones Industrial Average, JPMorgan Chase & Co. serves millions of consumers in the United States and many of the world’s most prominent corporate, institutional and government clients under its J.P. Morgan and Chase brands. Information about JPMorgan Chase & Co. is available at www.jpmorganchase.com.

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Investor Contact:    Jason Scott       Media Contact:    Joseph Evangelisti
   212-270-2479          212-270-7438