false000001961700000196172024-05-062024-05-060000019617us-gaap:CommonStockMember2024-05-062024-05-060000019617jpm:DepositarySharesOneFourHundredthInterestinaShareof5.75NonCumulativePreferredStockSeriesDDMember2024-05-062024-05-060000019617jpm:DepositarySharesOneFourHundredthInterestinaShareof6.00NonCumulativePreferredStockSeriesEEMember2024-05-062024-05-060000019617jpm:DepositarySharesOneFourHundredthInterestinaShareof4.75NonCumulativePreferredStockSeriesGGMember2024-05-062024-05-060000019617jpm:DepositarySharesOneFourHundredthInterestInAShareOf455NonCumulativePreferredStockSeriesJJMember2024-05-062024-05-060000019617jpm:DepositarySharesOneFourHundredthInterestInAShareOf4625NonCumulativePreferredStockSeriesLLMember2024-05-062024-05-060000019617jpm:DepositarySharesOneFourHundredthInterestInAShareOf420NonCumulativePreferredStockSeriesMMMember2024-05-062024-05-060000019617jpm:AlerianMLPIndexETNsDueMay242024Member2024-05-062024-05-060000019617jpm:GuaranteeOfCallableFixedRateNotesDueJune102032OfJPMorganChaseFinancialCompanyLLCMember2024-05-062024-05-060000019617jpm:GuaranteeOfAlerianMLPIndexETNsDueJanuary282044OfJPMorganChaseFinancialCompanyLLCDomain2024-05-062024-05-06

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): May 6, 2024

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 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
Depositary Shares, each representing a one-four hundredth interest in a share of 4.55% Non-Cumulative Preferred Stock, Series JJ			JPM PR K			The New York Stock Exchange
Depositary Shares, each representing a one-four hundredth interest in a share of 4.625% Non-Cumulative Preferred Stock, Series LL			JPM PR L			The New York Stock Exchange
Depositary Shares, each representing a one-four hundredth interest in a share of 4.20% Non-Cumulative Preferred Stock, Series MM			JPM PR M			The New York Stock Exchange
Alerian MLP Index ETNs due May 24, 2024			AMJ			NYSE Arca, Inc.
Guarantee of Callable Fixed Rate Notes due June 10, 2032 of JPMorgan Chase Financial Company LLC			JPM/32			The New York Stock Exchange
Guarantee of Alerian MLP Index ETNs due January 28, 2044 of JPMorgan Chase Financial Company LLC			AMJB			NYSE Arca, Inc.

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

On May 6, 2024, JPMorgan Chase & Co. (“the Firm”) announced that Visa Inc. accepted the Firm’s tender of its 37.2 million shares of Visa Class B-1 common stock in exchange for a combination of Visa Class B-2 common stock and Visa Class C common stock. Visa’s acceptance has resulted in a gain for the Firm of approximately $8 billion relating to the Visa Class C common stock, which is held at fair value. The Visa Class B-2 common stock is held at the nominal carryover basis of the tendered Visa Class B-1 common stock. Refer to pages 8 and 100 of JPMorgan Chase’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 for further information.

The Firm intends to donate a portion of the Visa Class C common stock with a value of approximately $1 billion to the JPMorgan Chase Foundation. This donation will be recorded in non-compensation expense in 2024 and is expected to prefund the Firm’s anticipated contributions to the Foundation for the next several years.

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

Exhibit No.						Description of Exhibit
99						JPMorgan Chase & Co. press release dated May 6, 2024.
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).

2

---

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/ Elena Korablina
			Elena Korablina
			Managing Director and Firmwide Controller
			(Principal Accounting Officer)

Dated:			May 6, 2024

3