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): March 21, 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 |
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 March 21, 2024, JPMorgan Chase & Co. issued a press release announcing that on April 30, 2024 it will redeem all of the 1,000,000 outstanding depositary shares, each representing a one-tenth interest in a share of JPMorgan Chase & Co.’s Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series U (the “Series U Preferred Stock”), and on May 1, 2024 it will redeem all of the 1,500,000 outstanding depositary shares, each representing a one-tenth interest in a share of JPMorgan Chase & Co.’s Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series Q (the “Series Q Preferred Stock”), all of the 1,500,000 outstanding depositary shares, each representing a one-tenth interest in a share of JPMorgan Chase & Co.’s Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series R (the “Series R Preferred Stock”), and all of the 2,000,000 outstanding depositary shares, each representing a one-tenth interest in a share of JPMorgan Chase & Co.’s Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series S (the “Series S Preferred Stock”), in each case pursuant to the optional redemption provisions in the documents governing such depositary shares and the Series U Preferred Stock, the Series Q Preferred Stock, the Series R Preferred Stock and the Series S Preferred Stock.
A copy of the press release referenced above is attached hereto as Exhibit 99.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
99 | JPMorgan Chase & Co. press release dated March 21, 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). |
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: March 21, 2024
Exhibit 99
JPMorgan Chase & Co. 383 Madison Avenue, New York, NY 10179-0001 NYSE symbol: JPM www.jpmorganchase.com |
News release: IMMEDIATE RELEASE
JPMorgan Chase to Redeem Four Series of Preferred Stock
Represented By Depositary Shares
New York, March 21, 2024 – JPMorgan Chase & Co. (NYSE: JPM) (“JPMorgan Chase” or the “Firm”) has announced that on April 30, 2024 it will redeem all of the 100,000 outstanding shares of its Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series U (“Series U Preferred Stock”), and on May 1, 2024 it will redeem all of the 150,000 outstanding shares of its Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series Q (“Series Q Preferred Stock”), all of the 150,000 outstanding shares of its Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series R (“Series R Preferred Stock”) and all of the 200,000 outstanding shares of its Fixed-to-Floating Rate Non-Cumulative Preferred Stock, Series S (“Series S Preferred Stock”). The shares of Series U Preferred Stock are represented by 1,000,000 depositary shares (CUSIP: 46625HJW1), the shares of Series Q Preferred Stock are represented by 1,500,000 depositary shares (CUSIP: 48124BAC9), the shares of Series R Preferred Stock are represented by 1,500,000 depositary shares (CUSIP: 48126HAA8) and the shares of Series S Preferred Stock are represented by 2,000,000 depositary shares (CUSIP: 46625HJQ4). Each depositary share represents a one-tenth interest in a share of Series U, Series Q, Series R or Series S Preferred Stock, respectively. The redemption price per share for the Series U, Series Q, Series R and Series S Preferred Stock will be $10,000 (equivalent to $1,000 per depositary share).
Payment of the redemption price for the Series U Preferred Stock will be made on the redemption date of April 30, 2024, and payment of the redemption price for the Series Q, Series R and Series S Preferred Stock will be made on the redemption date of May 1, 2024, in each case upon presentation and surrender of the depositary receipts evidencing the depositary shares to be redeemed to Computershare Inc., as Depositary, at 150 Royall Street, Canton, Massachusetts 02021. Depositary shares held in book-entry form shall be surrendered in accordance with applicable procedures of The Depository Trust Company.
April 30, 2024 will be the final dividend payment date for the Series U Preferred Stock and the depositary shares representing the Series U Preferred Stock. The record date for that dividend is April
Investor Contact: | Mikael Grubb 212-270-2479 |
|
Media Contact: | Joseph Evangelisti 212-270-7438 |
1, 2024. In addition, May 1, 2024 will be the final dividend payment date for the Series Q, Series R and Series S Preferred Stock and the depositary shares representing those series of preferred stock. The record date for those dividends is also April 1, 2024.
JPMorgan Chase & Co. (NYSE: JPM) is a leading financial services firm based in the United States of America (“U.S.”), with operations worldwide. JPMorgan Chase had $3.9 trillion in assets and $327.9 billion in stockholders’ equity as of December 31, 2023. The Firm is a leader in investment banking, financial services for consumers and small businesses, commercial banking, financial transaction processing and asset management. Under the J.P. Morgan and Chase brands, the Firm serves millions of customers, predominantly in the U.S., and many of the world’s most prominent corporate, institutional and government clients globally. Information about JPMorgan Chase & Co. is available at www.jpmorganchase.com.
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Investor Contact: | Mikael Grubb 212-270-2479 |
|
Media Contact: | Joseph Evangelisti 212-270-7438 |