Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-177923
Dated April 3, 2014
North America Structured Investments
3yr Auto Callable Review Notes
Overview May be appropriate for investors who seek early exit prior to maturity
at a premium if, on any Review Date, the Index closing level of each of the
Indices is at or above its Call Level. If the notes have not been automatically
called, investors will receive their principal back at maturity if the Ending
Index Level of each Index is less than its Initial Index Level by up to the
Contingent Buffer Amount, but will lose some or all of their principal if the
Ending Index Level of either Index is less than its Initial Index Level by more
than the Contingent Buffer Amount. You may lose some or all of your principal at
maturity. Any payment on the notes is subject to the credit risk of JPMorgan
Chase and Co. Summary of Terms Issuer: JPMorgan Chase and Co. Minimum
Denomination: $1,000.00 Indices: Russell 2000[R] Index (RTY) and S and P 500[R]
Index (SPX) Pricing Date: April 25, 2014 Final Review Date: April 25, 2017
Maturity Date: April 28, 2017 Review Dates: April 27, 2015, April 26, 2016, and
April 25, 2017 (the "final Review Date") Payment if Called*: For every $1,000
principal amount note, you will receive one payment of $1,000 plus a call
premium amount, calculated as follows: at least 9.50% [] $1,000 if automatically
called on the first Review Date at least 19.00% [] $1,000 if automatically
called on the second Review Date at least 28.50% [] $1,000 if automatically
called on the final Review Date Contingent Buffer Amount: 25% CUSIP: 48127DDJ4
Preliminary Term sheet:
http://sp.jpmorgan.com/document/cusip/48127DDJ4/doctype/Product_Termsheet/
document.pdf
For more information about the estimated value of the notes, which likely will
be lower than the price you paid for the notes, please see the hyperlink above.
* To be determined on the Pricing Date, but not less than 9.50% per annum.
Automatic Call If the Index closing level of each Index on any Review Date is
greater than or equal to the applicable Call Level, the notes will be
automatically called for a cash payment per $1,000 principal amount note that
will vary depending on the applicable Review Date and call premium and that will
be payable on the applicable Call Settlement Date. Payment at Maturity If the
notes have not been automatically called and the Ending Index Level of each
Index is greater than or equal to its Initial Index Level, you will receive a
cash payment at maturity, for each $1,000 principal amount note, equal to
$1,285. If the notes have not been automatically called and the Ending Index
Level of each Index is less than its Initial Index Level by up to the Contingent
Buffer Amount, you will receive the principal amount of your notes at maturity.
If the notes have not been automatically called and the Ending Index Level of
either Index is less than its Initial Index Level by more than the Contingent
Buffer Amount, you will lose 1% of the principal amount of your notes for every
1% that the Ending Index Level of the Lesser Performing Index is less than its
Initial Index Level.
** The hypothetical returns on the notes shown above apply only if you hold the
notes for their entire term or until automatically called. These hypotheticals
do not reflect fees or expenses that would be associated with any sale in the
secondary market. If these fees and expenses were included, the hypothetical
returns and hypothetical interest payments shown above would likely be lower
Payment at Maturity (Continued)
If the notes have not been automatically called and the Ending Index Level of
either Index is less than its Initial Index Level by more than the Contingent
Buffer Amount, you will lose more than 25% of you principal amount and could
lose up to the entire principal amount of your notes at maturity.
Capitalized terms used but not defined herein shall have the meaning set forth
in the preliminary term sheet.
J.P. Morgan Structured Investments | 1 800 576 3529 |
jpm_structured_investments@jpmorgan.com
Hypothetical Amount Payable**
-------------------------------------------------- -----------------
Total Return if Total Return if
Lesser Performing Total Return at
Called at First Called at Second
Index Return Final Review Date
Review Date Review Date
----------------- --------------- ---------------- -----------------
80.00% 9.50% 19.00% 28.50%
----------------- --------------- ---------------- -----------------
60.00% 9.50% 19.00% 28.50%
----------------- --------------- ---------------- -----------------
40.00% 9.50% 19.00% 28.50%
----------------- --------------- ---------------- -----------------
20.00% 9.50% 19.00% 28.50%
----------------- --------------- ---------------- -----------------
5.00% 9.50% 19.00% 28.50%
----------------- --------------- ---------------- -----------------
0.00% 9.50% 19.00% 28.50%
----------------- --------------- ---------------- -----------------
-5.00% N/A N/A 0.00%
----------------- --------------- ---------------- -----------------
-20.00% N/A N/A 0.00%
----------------- --------------- ---------------- -----------------
-25.00% N/A N/A 0.00%
----------------- --------------- ---------------- -----------------
-25.01% N/A N/A -25.01%
----------------- --------------- ---------------- -----------------
-60.00% N/A N/A -60.00%
----------------- --------------- ---------------- -----------------
-80.00% N/A N/A -80.00%
----------------- --------------- ---------------- -----------------
-100.00% NA NA -100.00%
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North America Structured Investments
3yr Auto Callable Review Notes
Selected Benefits Selected Risks (continued)
[] Fixed appreciation potential [] JPMS' estimated value does not represent
future values and may differ from others'
[] Potential early exit with appreciation as a result of automatic call
feature. estimates.
Selected Risks [] The notes' value which may be reflected in customer account
statements may be higher than JPMS' then current estimated value.
Your investment in the notes may result in a loss. The notes do not guarantee
any return of
[] JPMS' estimated value is not determined by reference to our
credit spreads for our principal.
Any payment on the notes is subject to our credit risk. Therefore the value of
the notes prior to conventional fixed rate debt. maturity are subject to
changes in the market's view of our creditworthiness. [] Lack of liquidity:
JPMorgan Securities, LLC, acting as agent for the Issuer (and who we You are
exposed to the risks of the decline in value of each Index. refer to as JPMS),
intends to offer to purchase the notes in the secondary market but is not Your
payment at maturity may be determined by the lesser performing Index. required
to do so. The price, if any, at which JPMS will be willing to purchase notes
from you Return is limited to the principal amount plus call premium regardless
of any appreciation of the in the secondary market, if at all, may result in a
significant loss of your principal.
Indices, which may be significant. [] Potential conflicts: we and our
affiliates play a variety of roles in connection with the If the notes have not
been automatically called and a Trigger Event has occurred, you will lose 1%
issuance of notes, including acting as calculation agent, hedging our
obligations under the of your principal for every 1% the final level of the
lesser performing Underlying is less than its notes and making the assumptions
to determine the pricing of the notes and the estimated Initial Level. value of
the notes when the terms of the notes are set. It is possible that such hedging
or The benefit provided by the Contingent Buffer Amount may terminate on the
Final Review Date. other trading activities of JPMorgan or its affiliates could
result in substantial returns for The automatic call feature may force a
potential early exit. There is no guarantee you will be able JPMorgan and its
affiliates while the value of the notes decline. to reinvest the proceeds at a
comparable interest rate for a similar level of risk. [] The tax consequences
of the notes may be uncertain. You should consult your tax adviser No interest
or dividend payments, voting rights, or ownership rights with the securities
included in regarding the U.S. federal income tax consequences of an investment
in the notes. the Index.
You are exposed to the risks associated with small capitalization companies.
The risks identified above are not exhaustive. Please see "Risk Factors" in the
applicable product supplement and "Selected Risk Considerations" to the
applicable term sheet for additional information.
Disclaimer SEC Legend: JPMorgan Chase and Co. has filed a registration statement
(including a prospectus) with the SEC for any offering to which these materials
relate. Before you invest, you should read the prospectus in that registration
statement and the other documents relating to this offering that JPMorgan Chase
and Co. has filed with the SEC for more complete information about JPMorgan
Chase and Co. and this offering. You may get these documents without cost by
visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, JPMorgan Chase
and Co., any agent or any dealer participating in the this offering will arrange
to send you the prospectus and the prospectus supplement as well as any product
supplement and term sheet if you so request by calling toll-free 1-866-535-9248.
IRS Circular 230 Disclosure: JPMorgan Chase and Co. and its affiliates do not
provide tax advice. Accordingly, any discussion of U.S. tax matters contained
herein (including any attachments) is not intended or written to be used, and
cannot be used, in connection with the promotion, marketing or recommendation by
anyone unaffiliated with JPMorgan Chase and Co. of any of the matters address
herein or for the purpose of avoiding U.S. tax-related penalties.
Investment suitability must be determined individually for each investor, and
the financial instruments described herein may not be suitable for all
investors. This information is not intended to provide and should not be relied
upon as providing accounting, legal, regulatory or tax advice. Investors should
consult with their own advisors as to these matters.
This material is not a product of J.P. Morgan Research Departments.
J.P. Morgan Structured Investments | 1 800 576 3529 |
jpm_structured_investments@jpmorgan.com
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