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JPMORGAN CHASE & CO (JPM) — 8-K
8-K
Filed: 2026-02-05 Impact: High
Open source
Brief
Demo view — informational only.
Executive Takeaway
JPMorgan Chase & Co. closed a public offering of $3 billion in Fixed-to-Floating Rate Subordinated Notes due 2037. [E1]
  • The offering was registered under the Securities Act of 1933, with a legal opinion filed as Exhibit 5.1. [E2]
What Happened
  • The public offering was completed on February 5, 2026, with a total principal amount of $3 billion. [E1]
  • Legal opinions regarding the Subordinated Notes were provided by Simpson Thacher & Bartlett LLP. [E4, E7]
Why it Matters
  • The successful completion of this offering may enhance JPMorgan's capital structure and financial flexibility. [E1]
Risks / Uncertainties
  • Market conditions could affect the demand for future offerings of similar securities. [E1]
Key Facts
Ticker JPM
Form 8-K
Filed 2026-02-05
Impact High (80/100)
Accession No. 0001193125-26-039427
CIK 0000019617
Offering Amount $3,000,000,000
Due Date 2037
Registration Statement Form S-3 (File No. 333-285537)
Evidence
Show evidence notes
E1
Highlights the scale of the offering, indicating significant capital raising.
E2
Confirms the regulatory compliance of the offering.
E4
Legal backing adds credibility to the offering.
E7
Legal opinions are crucial for investor confidence.
Show evidence blocks (E1..)
E1 Item 8.01 Open in filing
On February 5, 2026, JPMorgan Chase & Co. closed a public offering of $3,000,000,000 aggregate principal amount of Fixed-to-Floating Rate Subordinated Notes due 2037 (the “Subordinated Notes”).
E2 Item 8.01 Open in filing
The offering of the Subordinated Notes was registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-3 (File No. 333-285537), as amended. In connection with this offering, the legal opinion as to the legality of the Subordinated Notes is being filed as Exhibit 5.1 to this report.
E3 Item 9.01 Open in filing
Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language). |
E4 Item 9.01 Open in filing
Consent of Simpson Thacher & Bartlett LLP (included as part of Exhibit 5.1). |
E5 Item 9.01 Open in filing
Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101). |
E6 Item 9.01 Open in filing
Dated: February 5, 2026
E7 Item 9.01 Open in filing
Opinion of Simpson Thacher & Bartlett LLP as to the legality of the Subordinated Notes. |
E8 Open in filing
JPMORGAN CHASE & CO false 0000019617 0000019617 2026-02-05 2026-02-05 0000019617 us-gaap:CommonStockMember 2026-02-05 2026-02-05 0000019617 jpm:DepositarySharesOneFourHundredthInterestinaShareof5.75NonCumulativePreferredStockSeriesDDMember 2026-02-05 2026-02-05 0000019617 jpm:DepositarySharesOneFourHundredthInterestinaShareof6.00NonCumulativePreferredStockSeriesEEMember 2026-02-05 2026-02-05 0000019617 jpm:DepositarySharesOneFourHundredthInterestinaShareof4.75NonCumulativePreferredStockSeriesGGMember 2026-02-05 2026-02-05 0000019617 jpm:DepositarySharesOneFourHundredthInterestInAShareOf455NonCumulativePreferredStockSeriesJJMember 2026-02-05 2026-02-05 0000019617 jpm:DepositarySharesOneFourHundredthInterestInAShareOf4625NonCumulativePreferredStockSeriesLLMember 2026-02-05 2026-02-05 0000019617 jpm:DepositarySharesOneFourHundredthInterestInAShareOf420NonCumulativePreferredStockSeriesMMMember 2026-02-05 2026-02-05 0000019617 jpm:GuaranteeOfCallableFixedRateNotesDueJune102032OfJPMorganChaseFinancialCompanyLLCMember 2026-02-05 2026-02-05 0000019617 jpm:GuaranteeOfAlerianMlpIndexETNsDueJan
E9 Open in filing
Guarantee of Callable Fixed Rate Notes due June 10, 2032 of JPMorgan Chase Financial Company LLC
E10 Open in filing
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
E11 Open in filing
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
E12 Open in filing
Depositary Shares, each representing a one-four hundredth interest in a share of 4.625% Non-Cumulative Preferred Stock, Series LL
E13 Open in filing
Depositary Shares, each representing a one-four hundredth interest in a share of 5.75% Non-Cumulative Preferred Stock, Series DD
E14 Open in filing
Depositary Shares, each representing a one-four hundredth interest in a share of 6.00% Non-Cumulative Preferred Stock, Series EE
E15 Open in filing
Depositary Shares, each representing a one-four hundredth interest in a share of 4.75% Non-Cumulative Preferred Stock, Series GG
E16 Open in filing
Depositary Shares, each representing a one-four hundredth interest in a share of 4.55% Non-Cumulative Preferred Stock, Series JJ
E17 Open in filing
Depositary Shares, each representing a one-four hundredth interest in a share of 4.20% Non-Cumulative Preferred Stock, Series MM
E18 Open in filing
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Sources
Informational only. Not investment advice.
Informational only. Not investment advice.