Will it be next week Feb/24/25/26th or March 4th- Monday the 7th last day of the 65 day rule. ORRRRRRRRRRR we have been had. As a friend has said "set it and forget it". There are lots of money out there and they do not want to give us any. We will truly be The "April Fools". I still want to think our system would not allow this travesty. But.....greed is powerful.
"We expect to deliver the notes to investors through the book-entry delivery system of The Depository Trust Company and its direct participants, including Euroclear Bank SA/NV and Clearstream Banking, S.A., on or about February 24, 2022."
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-230098
Prospectus Supplement
(To Prospectus dated April 11, 2019)
JPM
$1,450,000,000 $1,650,000,000
Fixed-to-Floating Rate Notes due 2026 Fixed-to-Floating Rate Notes due 2028
Issue price: 100.000% Issue price: 100.000%
$750,000,000 $750,000,000
Floating Rate Notes due 2026 Floating Rate Notes due 2028
Issue price: 100.000% Issue price: 100.000%
The fixed-to-floating rate notes due 2026, which we refer to as the 2026 fixed-to-floating rate notes, will mature on February 24, 2026. The 2026 fixed-to-floating rate notes will bear interest from and including February 24, 2022 to, but excluding, February 24, 2025 at a fixed annual rate of 2.595%, payable semiannually in arrears, on February 24 and August 24 of each year, beginning on August 24, 2022 and including February 24, 2025. From and including February 24, 2025, the 2026 fixed-to-floating rate notes will bear interest at a floating annual rate equal to a benchmark rate, which is expected to be Compounded SOFR (as defined herein), plus a spread of 0.915% per annum, payable quarterly in arrears, on May 24, 2025, August 24, 2025, November 24, 2025 and February 24, 2026.
The fixed-to-floating rate notes due 2028, which we refer to as the 2028 fixed-to-floating rate notes, will mature on February 24, 2028. The 2028 fixed-to-floating rate notes will bear interest from and including February 24, 2022 to, but excluding, February 24, 2027 at a fixed annual rate of 2.947%, payable semiannually in arrears, on February 24 and August 24 of each year, beginning on August 24, 2022 and including February 24, 2027. From and including February 24, 2027, the 2028 fixed-to-floating rate notes will bear interest at a floating annual rate equal to a benchmark rate, which is expected to be Compounded SOFR, plus a spread of 1.170% per annum, payable quarterly in arrears, on May 24, 2027, August 24, 2027, November 24, 2027 and February 24, 2028.
The floating rate notes due 2026, which we refer to as the 2026 floating rate notes, will mature on February 24, 2026. The 2026 floating rate notes will bear interest at a floating annual rate equal to a benchmark rate, which will initially be Compounded SOFR, plus a spread of 0.920% per annum. Interest on the 2026 floating rate notes will accrue from February 24, 2022. We will pay interest on the 2026 floating rate notes quarterly in arrears on February 24, May 24, August 24 and November 24 of each year, beginning on May 24, 2022.
The floating rate notes due 2028, which we refer to as the 2028 floating rate notes, will mature on February 24, 2028. The 2028 floating rate notes will bear interest at a floating annual rate equal to a benchmark rate, which will initially be Compounded SOFR, plus a spread of 1.180% per annum. Interest on the 2028 floating rate notes will accrue from February 24, 2022. We will pay interest on the 2028 floating rate notes quarterly in arrears on February 24, May 24, August 24 and November 24 of each year, beginning on May 24, 2022.
We refer to the 2026 fixed-to-floating rate notes and the 2028 fixed-to-floating rate notes together as the fixed-to-floating rate notes, and the 2026 floating rate notes and the 2028 floating rate notes together as the floating rate notes. We refer to the fixed-to-floating rate notes and the floating rate notes collectively as the notes. The notes are redeemable on the applicable dates and at the applicable redemption prices described in this prospectus supplement. There is no sinking fund for the notes.
See ”Risk Factors” beginning on page S-3 for a discussion of certain risks that you should consider in connection with an investment in the notes.
The notes are unsecured and will have the same rank as our other unsecured and unsubordinated debt obligations.
The notes are not deposits or other obligations of a bank and are not insured by the Federal Deposit Insurance Corporation or any other governmental agency.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the notes or determined that this prospectus supplement or the attached prospectus is accurate or complete. Any representation to the contrary is a criminal offense.
Price to Public Underwriting
Discounts Proceeds to Us
Per 2026 Fixed-to-Floating Rate Note
100.000% 0.250% 99.750%
Per 2028 Fixed-to-Floating Rate Note
100.000% 0.350% 99.650%
Per 2026 Floating Rate Note
100.000% 0.250% 99.750%
Per 2028 Floating Rate Note
100.000% 0.350% 99.650%
Total
$ 4,600,000,000 $ 13,900,000 $ 4,586,100,000
The notes will not be listed on any securities exchange. Currently, there is no public trading market for the notes.
Our affiliates, including J.P. Morgan Securities LLC, may use this prospectus supplement and the attached prospectus in connection with offers and sales of the notes in the secondary market. These affiliates may act as principal or agent in those transactions. Secondary market sales will be made at prices related to market prices at the time of sale.
J.P. Morgan
February 16, 2022
