JPMORGAN CHASE & CO: what changed in the 10-K
| Item | Unchanged | New | Removed | Reworded | Split / merged | Figures only |
|---|---|---|---|---|---|---|
| 1 Business. | 41 | 5 | 13 | 28 | 0 | 6 |
| 1A Risk Factors. | 164 | 138 | 205 | 246 | 79 | 0 |
| 1C Cybersecurity. | 0 | 0 | 0 | 0 | 0 | 1 |
| 3 Legal Proceedings. | 1 | 0 | 0 | 0 | 0 | 0 |
| 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 0 | 0 | 0 | 0 | 0 | 1 |
| 7A Quantitative and Qualitative Disclosures About Market Risk. | 1 | 0 | 0 | 0 | 0 | 1 |
Paragraphs are matched by content, not position, so reordering isn't a change. Tables are left out. Matching is heuristic: about 9 in 10 borderline rewordings are paired correctly (see the project README). Generated by 10k-diff from SEC EDGAR filings.
Item 1. Business.
Stress Capital Buffer (“SCB”) requirement for the coming year, which forms part of the Firm’s applicable capital buffers. The Firm is required to file its annual CCAR submission on April 6, 2026. The capital plan rules indicate that, unless otherwise determined by the Federal Reserve, the Federal Reserve will notify the Firm of its indicative SCB requirement by June 30, 2026 and final SCB requirement by August 31, 2026 and the Firm’s final SCB requirement will become effective on October 1, 2026. The OCC requires JPMorgan Chase Bank, N.A. to perform separate, similar stress tests annually. Each year, the Firm publishes the results of the annual stress tests for the Firm and JPMorgan Chase Bank, N.A. under the supervisory severely adverse scenarios provided by the Federal Reserve and the OCC.
In October 2025, the Federal Reserve issued two proposals to revise its supervisory stress testing framework. The proposals would require the Federal Reserve to publish for public comment comprehensive documentation concerning the supervisory stress test models and annual stress test scenarios, including the models and scenarios for the 2026 stress test. The proposals also introduce an enhanced disclosure process, under which material changes to stress test models and scenarios would be subject to public comment prior to implementation. Based on the Federal Reserve’s analysis, the proposed changes to the stress test models and scenarios are not expected to materially change the SCB for firms, including JPMorganChase, that are subject to the supervisory stress test. In February 2026, the Federal Reserve released the final 2026 supervisory stress test scenarios, while announcing that SCB requirements for large banks, including the Firm, will remain at current levels through September 30, 2027 with new requirements to be calculated in 2027 based on revised models that incorporate public feedback.
In addition, in April 2025, the Federal Reserve proposed a rule that aims to reduce the volatility in capital requirements resulting from stress testing and the SCB requirement by averaging the SCB requirement over a two-year period and extending the annual effective date of the SCB by one quarter. These proposed updates to the stress testing framework and the SCB requirement, which are subject to public comment, have not been finalized. A pending legal challenge to the manner in which stress testing is currently administered has been stayed.
(f)Excludes Todd A. Combs, who resigned from the Firm’s Board of Directors, effective December 7, 2025. Refer to Recent Events on page 50 for additional information.
Rewarding and supporting employees
SCB requirement will become effective on October 1, 2025. The OCC requires JPMorgan Chase Bank, N.A. to perform separate, similar stress tests annually. The Firm publishes each year the results of the annual stress tests for the Firm and JPMorgan Chase Bank, N.A. under the supervisory “severely adverse” scenarios provided by the Federal Reserve and the OCC. In December 2024, the Federal Reserve indicated in a press release that it intends to seek public comment on changes to its stress testing framework. Additionally, there is a pending legal challenge to the manner in which stress testing is administered. Refer to Litigation and regulatory challenges on pages 6-7 for further information.
In addition, in October 2024, the CFPB issued a final rule that requires data providers, including banks, to make certain consumer data available to consumers and authorized third parties in electronic form beginning in April 2026 (the “CFPB Data Sharing Rule”). Refer to Litigation and regulatory challenges on pages 6-7 for further information.
Separately, in December 2024, the CFPB announced a final rule that would significantly restrict overdraft fees for certain insured depository institutions, including the Firm (the “CFPB Overdraft Rule”). The rule imposes certain requirements on overdraft protections that are similar to those that apply to credit cards, unless the institution prices the overdraft fee at $5 per transaction or the institution’s cost as outlined by the CFPB. Refer to Litigation and regulatory challenges on pages 6-7 for further information.
For example, the Digital Operational Resilience Act (DORA) mandates that the Firm’s financial services subsidiaries operating in the EU comply with requirements relating to information and communications technology (“ICT”) risk management, reporting, security control testing and ICT third party risks beginning in January 2025. In addition, the EU Artificial Intelligence Act regulates the development and deployment of artificial intelligence systems within the EU, with phased-in requirements that began in February 2025.
Litigation and regulatory challenges:
Trade organizations representing the financial services industry and others have filed lawsuits challenging various laws, rules and regulations that, if enacted, adopted or implemented, could have significant adverse impacts on the results of operations or compliance costs of financial institutions, including the Firm. These matters include:
•Stress tests: The Bank Policy Institute (“BPI”), the U.S. Chamber of Commerce and other trade organizations filed an action against the Federal Reserve in the United States District Court for the Southern District of Ohio in December 2024 challenging the manner in which the annual stress testing process is administered.
•CFPB Late Fee Rule: This rule has been stayed pending resolution of an action challenging the rule filed against the CFPB in the United States District Court for the Northern District of Texas in March 2024 by trade organizations including the American Bankers Association and the Consumer Bankers Association.
•CFPB Data Sharing Rule: The BPI, the Kentucky Bankers Association and other organizations filed an action against the CFPB in the United States District Court for the Eastern District of Kentucky in October 2024 challenging key aspects of this rule.
•CFPB Overdraft Rule: An action filed by trade organizations led by the Mississippi Bankers Association against the CFPB in the United States District Court for the Southern District of Mississippi in December 2024 seeks a preliminary injunction to stay the October 1, 2025 effective date of this rule. The CFPB has consented in part to stay the effective date of the rule by 90 days and to temporarily stay the litigation. The preliminary injunction and the stay of litigation are pending court approval.
•Fiduciary Rule: Trade organizations including the Federation of Americans for Consumer Choice and the American Council of Life Insurers filed actions against the DOL seeking to enjoin this rule, and in July 2024, the effective date of the rule was stayed by two United States District Courts.
(f)Excludes Brad D. Smith and Michele G. Buck, who were elected to the Firm’s Board of Directors, effective January 21, 2025 and March 17, 2025, respectively.
Compensation and benefits
28 reworded paragraphs, most changed first.
Ongoing obligations. The Firm is remains subject to a five-year cooperation obligation under an consent order issued by the CFTC on September 29, 2020, relating to precious metals and U.S. Treasuries markets investigations. The Firm also remains subject to consent orders entered into in March 2024 with the OCC and the Board of Governors of the Federal Reserve System, and a resolution entered into in May 2024 with the CFTC, which relate relates to the Firm's processes to inventory trading venues and confirm the completeness of certain data fed to trade surveillance platforms.
The Firm is subject to extensive and comprehensive regulation under U.S. federal and state laws, as well as the applicable laws of the jurisdictions outside the U.S. in which the Firm does business. From time to time, trade organizations representing the financial services industry and others have filed or may file lawsuits challenging various laws, rules and regulations. Such regulatory challenges may affect the scope, requirements or effective dates of the regulations applicable to the Firm.
JPMorganChase supports the professional development and career growth of its employees. The Firm requires that its employees, including new hires, complete a training curriculum which covers, among other topics, compliance with the Firm's Code of Conduct and information concerning Firm policies and standards, including those relating to cybersecurity. In addition, the Firm offers extensive voluntary training programs and educational resources to all employees covering a broad variety of topics such as leadership and management, artificial intelligence, data literacy and operational and professional skills. Leadership Edge, the Firm's global leadership and management development center of excellence, is focused on creating one Firmwide leadership culture. In addition, the Firm requires that its employees, including new hires, complete a training curriculum that covers, among other topics, information concerning Firm policies and standards.
The Firm's asset and wealth management businesses continue to be are subject to ongoing rule-making and implementation of new regulations and other guidance, including by the SEC and certain U.S. states with respect to regarding enhanced standards of conduct and conflicts of interest. In April 2024, the Department of Labor (" DOL ") finalized a new " fiduciary " rule that would significantly expand the scope for defining who can is deemed to be deemed an investment advice fiduciaries fiduciary for purposes of retirement plans and individual retirement accounts (" IRAs ") under the Employee Retirement Income Security Act of 1974, as amended (the " Fiduciary Rule "). Among the most significant impacts of the rule 1947 and related amendments to prohibited transaction exemptions would be the impact on the could affect fee and compensation practices at financial institutions that offer provide investment recommendations to retirement clients , including in the context of rollovers from an employer plan to an IRA . The effective date of the Fiduciary Rule rule has been stayed by two federal courts. Refer The DOL has indicated that it intends to Litigation revise the rule, and regulatory challenges the potential impact of the rule on pages 6-7 for further information the Firm is therefore uncertain .
In October 2023, the Federal Reserve Board proposed to lower the maximum interchange fee that large debit card issuers, including the Firm, would be permitted to receive for a debit card transaction. The proposal would also establish a process for automatically publishing an updated maximum fee amount every other year going forward. The current debit interchange fee cap is subject to ongoing litigation, and the impact of that litigation on the Federal Reserve's proposal is uncertain. The Firm's consumer activities are also subject to regulation under state statutes which are enforced by the Attorney General or empowered agency of each state. Certain states have introduced legislation related to interchange fees, which would impact the fees that financial institutions, including the Firm, would be permitted to receive for certain transactions within a state. Where interchange fee regulation has been passed at the state level, it is subject to ongoing legal challenge.
Heightened Supervisory Standards supervisory standards . In the U.S., the OCC has established guidelines setting forth heightened standards for large banks, including minimum standards for the design and implementation of a risk governance framework for banks. Under these standards, a bank's risk governance framework must ensure that the bank's risk profile is easily distinguished and separate from that of its parent BHC for risk management purposes. The bank's board or risk committee is responsible for approving the bank's risk governance framework, providing active oversight of the bank's risk-taking activities, and holding management accountable for adhering to the risk governance framework. In December 2025, the OCC issued a proposed rulemaking to amend its heightened standards guidelines, which would continue to apply to JPMorgan Chase Bank, N.A., by raising the asset threshold at which the guidelines apply to covered banks. In the proposed rulemaking, the OCC also invited comments on a number of questions, including whether the heightened standards guidelines should be rescinded. The proposed rulemaking has not yet been finalized.
The Firm strives to provide both external candidates and internal employees who are seeking a different role with challenging and stimulating rewarding career opportunities. These opportunities range from internship training programs for students to entry-level, management and executive careers. During 2024, approximately 56% of the Firm's employment opportunities were filled by external candidates, with the remainder filled by existing employees.
Effective in the second quarter of 2024, JPMorganChase reorganized its reportable business segments by combining the former Corporate & Investment Bank and Commercial Banking business segments to form one reportable segment, the Commercial & Investment Bank. As a result of the reorganization For management reporting purposes , the Firm has three reportable business segments - Consumer & Community Banking (" CCB "), Commercial & Investment Bank (" CIB ") and Asset & Wealth Management (" AWM ") - with the remaining activities in Corporate. The Firm's consumer business segment is CCB, and the Firm's wholesale business segments are CIB and AWM.
Consumer supervision and regulation. JPMorganChase and JPMorgan Chase Bank, N.A. are subject to supervision and regulation in the U.S. by the Consumer Financial Protection Bureau (" CFPB ") with respect to federal consumer protection laws, including laws relating to fair lending and the prohibition of unfair, deceptive or abusive acts or practices in connection with the offer, sale or provision of consumer financial products and services. The CFPB also has jurisdiction over small business lending activities with respect to fair lending and the Equal Credit Opportunity Act. As part of its regulatory oversight, the CFPB has authority to take enforcement actions against firms that offer certain products and services to consumers using practices that are deemed to be unfair, deceptive or abusive. In March October 2024, the CFPB released issued a final rule which significantly reduces the late payment fees that large credit card issuers would have required data providers , including the Firm banks such as JPMorgan Chase Bank , are permitted N.A., to charge make certain consumer data available to customers (the " CFPB Late Fee Rule ") consumers and authorized third parties in electronic form . The final rule is currently stayed pending resolution subject to a preliminary injunction, and the CFPB has indicated that it intends to propose a new rule in the first quarter of an industry-led challenge in federal court 2026 . Refer to Litigation The content of any new proposal, and regulatory challenges the potential impact on pages 6-7 for further information the Firm, are uncertain .
FDIC deposit insurance. The FDIC deposit insurance fund provides insurance coverage for certain deposits and is funded through assessments on banks, including JPMorgan Chase Bank, N.A. The FDIC is required to maintain a minimum reserve ratio, which measures the balance of reserves in the deposit insurance fund against an estimate of FDIC-insured deposits, of 1.35%. The reserve ratio is currently below the statutory minimum and, in In October 2022, the FDIC adopted a final rule to raise bank assessments and accelerate the time by which the reserve ratio would meet the statutory minimum. As a result In the final rule , the FDIC has adopted a restoration plan to bring the reserve ratio up to the required 1.35% by September 30, 2028, with a longer-term target of maintaining a reserve ratio of 2%. As of June 30, 2025, the reserve ratio exceeded the statutory minimum and, as of the third quarter of 2025, the FDIC was no longer operating under a restoration plan. On November 28, 2025, the FDIC announced that the designated reserve ratio, the FDIC's longer-term goal for the deposit insurance fund, would remain unchanged at 2% for 2026.
Stress tests. As a large BHC, JPMorganChase is subject to supervisory stress testing administered by the Federal Reserve as part of the Federal Reserve's annual Comprehensive Capital Analysis and Review (" CCAR ") framework. The Firm must conduct annual company-run stress tests and must also submit an annual capital plan to the Federal Reserve, taking into account the results of separate stress tests designed by each of the Firm and the Federal Reserve. The Federal Reserve uses the results under the severely adverse scenario from its supervisory stress test to determine the Firm's Stress Capital Buffer (" SCB ") requirement for the coming year, which forms part of the Firm's applicable capital buffers. The Firm is required to file its annual CCAR submission on April 5, 2025. The Federal Reserve will notify the Firm of its indicative SCB requirement by June 30, 2025 and final SCB requirement by August 31, 2025. The Firm's final
Banking supervisors globally continue to refine and enhance the Basel III capital framework for financial institutions. In July 2023, U.S. banking regulators released a proposal to amend the U.S. risk-based capital framework to incorporate certain elements of the revised international Basel III capital framework. The That proposal , which has not been finalized, would have significantly revise revised risk-based capital requirements for banks with assets of $100 billion or more, including the Firm and other U.S. global systemically important banks (" GSIBs "). Finalization In September 2025, the Federal Reserve's Vice Chair for Supervision indicated that U.S. banking regulators may issue an updated proposal to amend the U.S. risk-based capital framework in early 2026, replacing the July 2023 proposal. The timing and content of the that revised proposal, including the any required implementation date, is are uncertain. The Firm continues to monitor developments and potential impacts.
As of December 31, 2024 2025 , JPMorganChase had 317,233 318,512 employees globally , an increase of 7,307 employees from the prior year. The increase was primarily attributable to growth in the number of front office and technology employees . JPMorganChase's employees are located in 66 countries, with 59 58 % of the Firm's employees located in the U.S. The following table presents the distribution of the Firm's global workforce by region and by line of business (" LOB ") and Corporate as of December 31, 2024 2025 :
The Firm provides market-competitive compensation and benefits programs. JPMorganChase's compensation philosophy includes guiding principles that drive compensation-related decisions across the Firm, and includes: including pay-for-performance practices that are designed to attract and retain top talent ; responsiveness , to be responsive to and alignment aligned with shareholder interests ; , and reinforcement of to reinforce the Firm's culture and Business Principles that guide how the Firm does business . The Firm follows a disciplined and balanced compensation framework, including the integration of risk, controls and conduct considerations. The Firm's compensation review processes seek approach is designed to ensure that pay the Firm's employees are paid fairly and competitively for the work they do.
J.P. Morgan Securities LLC is also registered with the CFTC as a futures commission merchant and is a member of the National Futures Association .
(b) Other includes American Indian or Alaskan Alaska Native, Native Hawaiian or Other Pacific Islander, and two Two or more races / ethnicities More Races .
The goal of JPMorganChase's recruitment efforts , which leverage a variety of channels to source from a broad pool of candidates, is to attract and hire highly qualified candidates talent in all roles and at all career levels. The Firm's hiring practices focus on the skills and qualifications of a candidate relative to the job requirements.
In the U.K., the Firm operates a retail bank through J.P. Morgan Europe Limited (" JPMEL ") and provides retail investment management services through Nutmeg Saving and Investment J.P. Morgan Personal Investing Limited (" Nutmeg JPM PI "). JPMEL is regulated by the PRA, and both JPMEL and Nutmeg JPM PI are regulated by the FCA with respect to their conduct of financial services in the U.K., including obligations relating to the fair treatment of customers. JPMEL is also regulated by the U.K. Payment Systems Regulator (" PSR ") with respect to its operation and use of payment systems. In March 2025, the U.K. government announced that the functions of the PSR will be consolidated into the FCA. In addition, the retail businesses of JPMEL and Nutmeg JPM PI are subject to U.K. consumer-protection legislation.
(a) Based on EEO metrics. Presented as a percentage of the respective populations who self-identified race / ethnicity, which was 97% and 95% of the Firm's total U.S. - based employees and U.S. - based senior level employees, respectively, and all members of the Operating Committee and the Board of Directors. Information for the Operating Committee includes one member who is based outside of the U.S.
Policymakers in the U.K. and the EU have continued continue to implement and enhance refine sustainability-related initiatives and disclosure requirements. The Corporate Sustainability Reporting Directive (" CSRD ") will replace replaced and significantly expand expanded the scope and content of certain EU ESG reporting requirements, with phased-in requirements expected to start with that started in fiscal year 2024. The implementation of CSRD into local law has been delayed in a number of member states, including in Germany, and the Firm continues to monitor developments and potential impacts. In addition, in July 2024, the EU enacted the Corporate Sustainability Due Diligence Directive (" CSDDD "), which provides for phased-in requirements starting in 2027 2029 . The CSDDD sets mandatory due diligence obligations for companies to address actual and potential human rights violations and environmental adverse impacts stemming from their own operations and business relationships, including the activities of certain companies with which they have established business relationships and also requires the adoption of company-specific climate-related transition plans . Both the CSRD and CSDDD will impact certain of the Firm's EU and non-EU entities.
JPMorganChase believes that its long-term growth and success depend on its ability to identify, attract, develop , retain and retain engage talented employees and foster an inclusive work environment. The information provided below relates to JPMorganChase's full-time and part-time employees and does not include the Firm's contractors.
The Bank Secrecy Act (" BSA ") requires all financial institutions, including banks and securities broker-dealers, to establish a risk-based system of internal controls reasonably designed to prevent money laundering and the financing of terrorism. The BSA includes a variety of record-keeping and reporting requirements, as well as due diligence / know-your-customer documentation requirements . Similar requirements exist in other jurisdictions in which the Firm operates . The Firm is also subject to the regulations and economic sanctions programs administered and enforced by the U.S. Treasury's Office of Foreign Assets Control (" OFAC ") and EU and U.K. authorities which target entities or individuals that are, or are located in countries that are, involved in activities including terrorism, hostilities, embezzlement or human rights violations. The Firm is also subject to economic sanctions laws, rules and regulations in other jurisdictions in which it operates, including those that conflict with or prohibit a firm such as JPMorganChase from complying with certain laws, rules and regulations to which it is otherwise subject.
In the EU and U.K., regulators have finalized the rules implementing their Basel III frameworks. The new rules became effective in the EU beginning January 1, 2025, with market risk aspects expected to be delayed until January 1, 2026 2027 . In January 2025, the PRA announced that it intends to delay the implementation of the new rules in the U.K. to January 1, 2027. There are certain transitional arrangements applicable in both the EU and U.K. until 2032 and 2030, respectively.
The following table presents information based on voluntary self-identifications by the Firm's employees, including members of the Firm's Operating Committee and other senior level employees, as well as members of the Board of Directors, as of December 31, 2024 2025 . Information on race / ethnicity of employees is categorized based on Equal Employment Opportunity (" EEO ") classifications and is presented for U.S. employees who self-identified, and information on gender is presented for global employees who self-identified. Information on race / ethnicity and gender for members of the Operating Committee and the Board of Directors reflects all such members. Information on LGBTQ + and veteran statuses is based on all U.S. employees, and all members of the Operating Committee and the Board of Directors. Information on disability status is based on all U.S. employees and all members of the Operating Committee.
The Firm's compensation practices are subject to oversight by the Federal Reserve, as well as other agencies. The Federal Reserve has jointly issued guidance with the FDIC and the OCC that is designed to ensure that incentive compensation paid by banking organizations does not encourage imprudent risk-taking that threatens the organizations' safety and soundness. The Financial Stability Board (" FSB ") has also established standards covering compensation principles for banks. The Firm's compensation practices are also subject to regulation and oversight by regulators in other jurisdictions, notably the Fifth Capital Requirements Directive (" CRD V "), as implemented in the EU and as largely adopted in the U.K , which includes compensation-related provisions. The European Banking Authority has instituted guidelines on compensation policies including under CRD V which in certain countries (such as Germany) are implemented or supplemented by local regulations or guidelines. The U.K. regulators have also instituted regulations and guidelines on compensation policies, which diverge in certain areas from EU rules. The Firm expects that the implementation of regulatory guidelines regarding compensation in the U.S. and other countries will continue to evolve, and may affect the manner in which the Firm structures its compensation programs and practices.
JPMorganChase offers extensive benefits and wellness packages to support employees and their families, which vary depending on location and include healthcare coverage, retirement benefits, life and disability insurance, access to on-site health and wellness centers, counseling and resources related to mental health, time away policies, child care access and support, tuition assistance, and financial coaching education .
JPMorganChase and its subsidiaries and affiliates operate in highly competitive environments. Competitors include other banks, brokerage firms, investment banking companies, merchant banks, hedge funds, commodity trading companies, private equity firms, insurance companies, mutual fund companies, investment managers, credit card companies, mortgage banking companies, trust companies, securities processing companies, automobile financing companies, leasing companies, e-commerce and other internet-based companies, digital asset and other financial technology companies, and other companies engaged in providing similar and new products and services. The Firm's businesses generally compete on the basis of the quality and variety of the Firm's products and services, transaction execution, innovation, reputation and price. Competition also varies based on the types of clients, customers, industries and geographies served. With respect to some of its geographies and products, JPMorganChase competes globally; with respect to others, the Firm competes on a national or regional basis. New competitors in the financial services industry continue to emerge, including firms that offer products and services solely through the internet and non-financial companies that offer products and services that disintermediate traditional banking products and services offered by financial services firms such as JPMorganChase.
The Firm is subject to comprehensive regulation of its derivatives businesses. In the U.S., JPMorgan Chase Bank, N.A., J.P. Morgan Securities LLC and J.P. Morgan Securities plc are registered with the CFTC as " swap dealers . " . In addition, JPMorgan Chase Bank, N.A. and J.P. Morgan Securities LLC are registered with the SEC as " security-based swap dealers . " . As a result, these entities are subject to a comprehensive regulatory framework applicable to their swap or security-based swap activities, including capital requirements, rules requiring the collateralization of uncleared swaps and security-based swaps, rules regarding segregation of counterparty collateral, business conduct and documentation standards, rules requiring the central clearing of standardized over-the-counter (" OTC ") derivatives, requirements that certain standardized OTC swaps be traded on regulated trading venues, record-keeping and reporting obligations, and anti-fraud and anti-manipulation requirements. Similar requirements have also been established in the European Union (" EU ") under the European Market Infrastructure Regulation (" EMIR ") and the Markets in Financial Instruments Directive (" MiFID II "), as well as in the U.K. and other jurisdictions around the world.
6 paragraphs split, merged or with only figures updated
JPMorgan Chase & Co. (" JPMorganChase " or the " Firm ", NYSE: JPM), a financial holding company incorporated under Delaware law in 1968, is a leading financial services firm based in the United States of America (" U.S. "), with operations worldwide. JPMorganChase had $ 4.0 4.4 trillion in assets and $ 344.8 362.4 billion in stockholders' equity as of December 31, 2024 2025 . 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.
The Firm's website is www.jpmorganchase.com. JPMorganChase makes available on its website, free of charge, annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K pursuant to Section 13 (a) or Section 15 (d) of the Securities Exchange Act of 1934, as soon as reasonably practicable after it electronically files or furnishes such material to the U.S. Securities and Exchange Commission (the " SEC ") at www.sec.gov. JPMorganChase makes new and important information about the Firm available on its website at https: / / www.jpmorganchase.com, including on the Investor Relations section of its website at https: / / www.jpmorganchase.com / ir. Information on the Firm's website, including documents on the website that are referenced in this Form 10-K, is not incorporated by reference into this Annual Report on Form 10-K for the year ended December 31, 2024 2025 (" 2024 2025 Form 10-K " or " Form 10-K ") or the Firm's other filings with the SEC.
A description of the Firm's reportable business segments and the products and services that they provide to their respective client bases, as well as a description of Corporate activities, is provided in the Management's discussion and analysis of financial condition and results of operations section of this Form 10-K (" Management's discussion and analysis " or " MD & A ") under the heading " Business Segment & Corporate Results, " which begins on page 52 46 , and in Note 32.
Refer to Capital Risk Management on pages 97-107 89-99 and Liquidity Risk Management on pages 108-115 100-107 for more information.
Dividend restrictions. Federal law imposes limitations on the payment of dividends by national banks, such as JPMorgan Chase Bank, N.A. Refer to Note 26 for the amount of dividends that JPMorgan Chase Bank, N.A. could pay, at January 1, 2025 2026 , to JPMorganChase without the approval of the banking regulators. The OCC and the Federal Reserve also have authority to prohibit or limit the payment of dividends of a bank subsidiary that they supervise if, in the banking regulator's opinion, payment of a dividend would constitute an unsafe or unsound practice in light of the financial condition of the bank.
The Firm conducts securities underwriting, dealing and brokerage activities in the U.S. through J.P. Morgan Securities LLC and other non-bank broker-dealer subsidiaries, all of which are subject to regulations of the SEC, FINRA and the New York Stock Exchange, among others. The Firm conducts similar securities activities outside the U.S. subject to local regulatory requirements. In the U.K., those activities are primarily conducted by J.P. Morgan Securities plc and in the EU, those activities are primarily conducted by JPMSE. Broker-dealers are subject to laws and regulations covering all aspects of the securities business, including sales and trading practices, securities offerings, publication of research reports, use of customer funds, the financing of client purchases, capital structure, record-keeping and retention, and the conduct of their directors, officers and employees. Refer to Broker-dealer regulatory capital on page 107 99 for information concerning the capital of J.P. Morgan Securities LLC, J.P. Morgan Securities plc and JPMSE. In addition, the Firm's sales and trading activities, which are conducted through both bank and non-bank subsidiaries, are subject to laws and regulations relating to market conduct, including prohibitions on manipulative or anti-competitive practices.
Item 1A. Risk Factors.
•Reputation risks, including the potential negative commercial impacts that can arise from JPMorganChase’s decisions related to clients and business activities; and the failure to effectively manage conflicts of interest or to satisfy fiduciary obligations, or other factors that could damage JPMorganChase’s reputation.
The following terms which are used in the risk factors set forth below have these meanings:
“applicable law” means the laws, rules and regulations that apply to JPMorganChase’s businesses in the jurisdictions in which it operates.
“extraordinary events” include any of the events or circumstances mentioned in the risk factor entitled “JPMorganChase’s operations, results and reputation could be harmed by occurrences of extraordinary events beyond its control.”
“governmental authorities” means governmental and regulatory agencies, legislative and judicial bodies and other governmental entities and authorities in the countries, states, municipalities, territories, regions and other jurisdictions in which JPMorganChase does business.
Legal and Regulatory
JPMorganChase’s businesses are highly regulated and are significantly affected by applicable law and supervisory expectations.
JPMorganChase must comply with applicable law in all of the jurisdictions around the world where it does business. Like other financial services firms, JPMorganChase is subject to extensive supervision and regulation that significantly affects the way that it conducts its business and structures its operations. The supervisory and regulatory framework also imposes requirements for JPMorganChase to implement and maintain compliance programs, and the complexity of these programs can increase its risks of non-compliance. In addition, entering into or acquiring a new business or expanding current business could increase the scope of applicable law or supervision and regulation to which JPMorganChase is subject.
JPMorganChase has in the past and could in the future be required to modify its business and operations in response to changes in applicable law, regulatory decisions or supervisory expectations, such as:
•absorbing losses arising from fraudulent transactions perpetrated against its clients and customers
•otherwise restricting its business activities.
These types of changes could increase JPMorganChase’s costs or reduce its revenues. In addition, any failure by JPMorganChase to comply with applicable law or meet supervisory expectations could result in:
•increased exposure to litigation, or Furthermore, regulators or governmental authorities could adopt new interpretations of applicable law or supervisory expectations, and in certain circumstances, JPMorganChase could be required to demonstrate that prior conduct complies with these new interpretations. This situation could increase the risks associated with non-compliance and result in the imposition of penalties or enforcement actions. In addition, the business or operations of financial services firms such as JPMorganChase may be negatively affected by executive orders or other executive branch actions that seek to regulate those businesses or operations.
Differences in the supervision and regulation of financial services firms could require JPMorganChase to modify its operations and incur higher operational and compliance costs.
Various factors could influence the scope of applicable law and supervision for a firm that provides financial services, such as the size of the firm, the businesses in which it engages and its jurisdiction of organization. For example:
•certain competitors, such as financial technology companies, may not be subject to banking regulation, or may be subject to less stringent oversight, or
A highly-regulated financial services firm such as JPMorganChase can be vulnerable to competition from firms that are less regulated or unregulated. In addition, differences in regulatory implementation between the U.S. and other countries could adversely affect JPMorganChase’s businesses. For example, a national financial services regulator may impose requirements that are stricter than a global standard, which could create competitive disadvantages for those firms, such as JPMorganChase, that are subject to the enhanced regulations. Furthermore, certain authorities outside the U.S. have adopted applicable law that could conflict with or prohibit JPMorganChase from complying with applicable law in other jurisdictions, which could create conflict of law issues and could increase risks associated with non-compliance.
•implementing processes within locally-based subsidiaries for complying with applicable law
•governance, control, conduct of business and compensation standards.
JPMorganChase faces significant legal risks from civil and governmental proceedings, including litigation, investigations and enforcement actions.
Resolving an investigation by a governmental authority could subject JPMorganChase to significant penalties and other repercussions.
Governmental authorities conduct both routine and targeted examinations of JPMorganChase and its subsidiaries, and JPMorganChase’s businesses and operations are subject to heightened regulatory oversight. This scrutiny, or the results of such an examination, could lead to legal proceedings, including investigations or enforcement actions by governmental authorities. Furthermore, a single event involving a potential violation of applicable law could give rise to numerous and overlapping proceedings, including by multiple governmental authorities in the U.S. as well as non-U.S. authorities. In addition, if another financial institution violates applicable law relating to a particular business activity or practice, this will often give rise to legal proceedings related to the same or similar activity or practice by JPMorganChase.
JPMorganChase has in the past incurred significant penalties and experienced collateral consequences and other repercussions in connection with resolving investigations and enforcement actions by governmental authorities, and it could face similar investigations, actions and resolutions in the future. JPMorganChase typically incurs higher operational and compliance costs when addressing the requirements of such resolutions, including devoting substantial resources to remediation.
•it will be subject to heightened regulatory scrutiny and pervasive investigations and enforcement actions by governmental authorities, as well as criticism or litigation from clients or customers who claim that they have been harmed by actions taken by JPMorganChase in order to comply with applicable law
•governmental authorities will forgo opportunities to resolve investigations with informal supervisory actions, and will pursue formal and punitive enforcement actions with respect to actual or deemed violations of law
•resolutions of investigations and enforcement actions will result in the imposition of significant penalties, and
•applicable law or judicial orders that are ambiguous, conflicting, or inconsistently applied or interpreted
If the legal, regulatory or judicial framework in a particular jurisdiction is susceptible to producing outcomes that are inconsistent, unexpected or contrary to established legal principles, this could create a more difficult business environment for JPMorganChase and could negatively affect its operations and reduce its earnings with respect to that jurisdiction. In addition, conducting business in a jurisdiction with a less predictable legal, regulatory or judicial framework could require JPMorganChase to devote significant additional resources to understanding, and operating its businesses in compliance with, applicable law and judicial precedents in that jurisdiction, and there can be no assurance that JPMorganChase will always be successful in doing so.
Changes in the requirements for the regulatory evaluation of JPMorganChase’s resolution plan could increase its funding or operational costs or require restructuring or curtailment of its businesses.
JPMorganChase must periodically submit a detailed resolution plan to the Federal Reserve and the FDIC for its rapid and orderly resolution in bankruptcy, without extraordinary government support, in the event of material financial distress or failure. The regulatory requirements concerning resolution plans and the evaluation of JPMorganChase’s resolution plan by the banking regulators could change over time.
JPMorganChase’s businesses could be negatively affected by economic uncertainty resulting from political and geopolitical developments.
•foreign policies that emphasize national interests
•requirements to relocate business activities or operations
•deployment of the military
•actions or inactions by a government related to emergencies.
These types of political developments, as well as heightened geopolitical tensions, could:
•the formation of or changes in political or economic alliances or treaties.
These risks could become highly correlated or combine in unexpected ways under certain circumstances, including geopolitically challenging situations in regions such as Russia, the Middle East and China.
Any of the foregoing potential outcomes could cause JPMorganChase to:
•weaken its results of operations and financial condition or credit ratings, or
•become subject to prolonged litigation.
•economic and geopolitical effects of extraordinary events beyond JPMorganChase’s control.
•unexpected credit events, credit rating downgrades and large counterparty losses
•disruption of trade routes and supply chains globally
High unemployment levels could reduce personal and household income, which could degrade consumer credit performance if consumers struggle to service their debts. Adverse economic conditions could also lead to an increase in delinquencies, an increase in the allowance for credit losses or higher net charge-offs, which could reduce JPMorganChase’s earnings. These consequences could be significantly worse if high levels of consumer debt, such as outstanding student loans, impair the ability of customers to pay their other consumer loan obligations, or in certain geographies where declining industrial or manufacturing activity has resulted in or could result in higher levels of unemployment. In addition, JPMorganChase’s earnings from its consumer businesses could be adversely affected if customer demand for the products and services offered by its consumer businesses is diminished by sustained low growth, low or negative interest rates, inflationary pressures, or recessionary conditions. Furthermore, governmental policies and actions, including those relating to pricing of products, taxation, medical insurance, education, immigration, and housing, or those that impact employment status, could reduce consumer disposable income and decrease JPMorganChase's earnings from its consumer businesses.
Market and economic factors can affect the volume of transactions and advisory engagements for which JPMorganChase is engaged and the related revenue from those activities. These factors could also influence the willingness of other financial institutions and investors to participate in capital markets transactions that JPMorganChase manages.
Furthermore, any significant and sustained deterioration in market conditions could reduce fee revenue due to lower transaction volumes, including when clients are unwilling or unable to refinance their outstanding debt obligations. Additionally, the profitability of JPMorganChase’s capital markets activities could be impacted if it needs to dispose of portions of credit commitments at a loss or hold larger residual positions in credit commitments that cannot be sold at favorable prices.
•increased financing costs for clients, which could lead to an increase in the allowance for credit losses and higher net charge-offs
•the loss of deposits, including where customers transition to higher-yielding products
Higher interest rates could also negatively affect the payment performance on loans within JPMorganChase’s consumer and wholesale loan portfolios that are linked to variable interest rates. If borrowers of variable rate loans reduce or stop making payments at higher interest rates, JPMorganChase could incur losses as well as increased operational costs related to servicing a higher volume of delinquent loans. On the other hand, a low or negative interest rate environment could cause:
•compressed net interest margins, which could result in lower earnings on JPMorganChase’s investment securities portfolio
•be subject to investigations by governmental authorities.
In addition, JPMorganChase has in the past, and could in the future, experience instances in which borrowers or other counterparties engage in fraudulent activity related to the accounting, reporting or representation of collateral. Such practices have resulted and could in the future result in losses for JPMorganChase potentially undermining the effectiveness of collateral requirements and negatively affecting JPMorganChase's financial condition and results of operations.
Furthermore, the interconnectivity across credit markets increases the risk that the significant expansion of private credit could worsen losses among non-bank lenders and their borrowers, particularly if stress or defaults spread to broader funding and credit markets. Such developments could impair asset valuations, reduce market-wide liquidity, disrupt borrowers’ ability to refinance, and increase default rates, especially if non-bank lenders have weaker underwriting standards, loans are less liquid, or transparency is limited. These outcomes could adversely affect JPMorganChase’s results of operations and lead to losses on market-making positions in its wholesale businesses.
•actions by governmental authorities, including changes in regulatory requirements relating to liquidity or capital
•unexpected loss of deposits, including due to deposit pricing or migration to other investment products
•the pre-positioning of liquidity in certain subsidiaries outside the U.S.
The capital and liquidity thresholds to which JPMorgan Chase Bank, N.A. and the IHC are subject could result in the Parent Company seeking protection under bankruptcy laws or otherwise entering into resolution proceedings sooner than if such limitations did not exist.
JPMorganChase’s liquidity and cost of funding could be adversely affected by downgrades in its credit ratings.
JPMorganChase’s ability to distribute capital to shareholders, and to support its business activities could be limited if it does not satisfy applicable regulatory capital requirements.
•actions by banking regulators, as well as changes in applicable law or how applicable law is implemented by banking regulators
Although more likely in times of stress, JPMorganChase may use its regulatory capital buffers allowing capital ratios to decline below regulatory requirements, subjecting it to restrictions on capital distributions and discretionary bonus payments to its executive officers.
JPMorganChase’s businesses could be adversely affected by the failure or disruption of operational systems on which they depend.
If the operational systems on which JPMorganChase’s businesses depend, including those of acquired businesses and external parties, are unable to meet JPMorganChase’s operational requirements or bank regulatory standards, or if they fail or have other significant shortcomings, JPMorganChase could be materially and adversely affected. JPMorganChase’s businesses rely on its operational systems to process, record, monitor and report large amounts of information continuously, accurately, securely, and in a timely manner. These operational systems include financial, accounting, transaction execution, reporting and settlement, data processing and other systems, as well as supporting devices. The effective functioning of these operational systems depends on a variety of factors, including JPMorganChase’s ability to:
•properly design, install, maintain, and train its employees on the use of its systems
•populate its systems with accurate, complete, up-to-date and uncorrupted information
•data quality issues
•malfunctioning software
•the recording of duplicative transactions, and
•extended delays for call center services.
•failures in synchronization or encryption software, or degraded performance of microprocessors, which could cause disruptions in operational systems or in the ability of systems to communicate with each other, and
•vendors, including providers of security, technology and data and cloud computing services, and
The inaccessibility, failure or other disruption of an internal or external operational system upon which JPMorganChase’s businesses depend could adversely affect JPMorganChase and its clients and customers, and result in unfavorable ripple effects in the financial markets, including:
JPMorganChase’s interconnectedness with clients, customers and other external parties could be a source of significant operational risk.
JPMorganChase could be exposed to operational risk if it is unable to access and use external operational systems, including during failures or cyber attacks related to those systems or other third-party systems. Similarly, retailers, payment systems and processors, data aggregators, and other external parties with which JPMorganChase’s customers do business could increase JPMorganChase’s operational risk. This is particularly the case where activities of customers or other parties are beyond JPMorganChase’s security and control systems, including through the use of the internet, cloud computing services, and mobile devices or services.
•introduce computer viruses or malicious code (i.e., “malware”) into JPMorganChase’s systems.
Threat actors that perpetrate cyber attacks include individuals or groups that are:
•sponsored by, or acting on behalf of, hostile countries or terrorist organizations
•engaged in using technology to promote a political or social agenda (i.e., “hacktivists”).
JPMorganChase cannot guarantee that it will always detect cybersecurity threats to its systems or implement effective preventive measures against those threats. The reasons for this include:
The cybersecurity risks that JPMorganChase faces could be intensified by factors such as:
•technological advances which may counteract or nullify existing information security protections, including cryptographic protections, potentially exposing data.
In addition, JPMorganChase could be required to make significant investments in technology in order to transition effectively to more robust security protections, including quantum-resistant encryption. Any such transition may not be completed before relevant threats become operational, and JPMorganChase’s interconnectedness with third parties who may be slower to adopt such protections could further increase its vulnerability to data compromise.
JPMorganChase could become increasingly vulnerable to cyber attacks if it does not, in a timely manner, identify and address emerging threats, known vulnerabilities or shortcomings in its cybersecurity controls, or if it fails to prioritize or complete enhancements to address them particularly in jurisdictions that could pose a heightened risk to its operations, including enhancements relating to:
Any of the above cybersecurity risks to which JPMorganChase may be exposed could also affect JPMorganChase’s vendors or other third parties with which it does business or is interconnected, including governmental entities and other market participants. A successful circumvention of JPMorganChase’s systems of any of those third parties could cause serious negative consequences, including:
JPMorganChase may not always identify or recognize the full extent of operational risks that could arise from:
•the introduction of a new product or service, including platforms for the delivery or distribution of products or services
•the acquisition or integration of, or investment in, a new business, product or portfolio, including the development of any related technological capabilities
•the adoption of a new technology, or
•changes to existing products, services, delivery platforms, businesses and technologies.
Any significant failure by JPMorganChase to identify the operational risks associated with these types of changes, or to implement adequate controls to mitigate those risks, has resulted and could in the future result in:
•hindering JPMorganChase’s ability to operate its businesses
•any failure by employees to adhere to controls designed to mitigate operational risks
JPMorganChase’s businesses and operations are subject to applicable law globally related to the collection, use, sharing, storage and protection of personal information of individuals. Complying with these applicable laws could:
•hinder development, curtail offerings or affect pricing and delivery methods of products and services
•present situations where the applicable law of one country conflicts with that of another, and
JPMorganChase could face legal proceedings, including governmental investigations or enforcement actions, if personal information is mishandled, including if unauthorized parties receive, intercept, or compromise it, if JPMorganChase fails or is perceived to have failed to comply with applicable law, or if JPMorganChase or its third-party vendors fail to protect personal information appropriately. These actions could require JPMorganChase to modify or cease operations or could result in other penalties. Furthermore, concerns regarding the effectiveness of JPMorganChase’s measures to safeguard personal information, or the perception that those measures are inadequate, could cause JPMorganChase to lose clients, customers or employees, and thereby reduce JPMorganChase’s revenues. Any of these factors could cause reputational harm and otherwise adversely affect JPMorganChase’s businesses.
The growing sophistication of technology poses a heightened risk of identity fraud, as malicious actors may exploit technology to create convincing false identities or manipulate verification processes. Failure to manage these risks or to implement effective countermeasures could lead to unauthorized transactions, financial losses, increased regulatory scrutiny and reputational harm. In addition, greater government scrutiny of practices related to the handling of personal information has in some cases resulted in, and could in the future lead to, the adoption of applicable law in the U.S. and elsewhere that is stricter and could result in JPMorganChase incurring higher compliance costs or constraining its ability to offer certain products and services to customers.
Any failure to maintain adequate data management processes could adversely affect JPMorganChase’s ability to effectively manage its businesses, comply with applicable law or make informed business decisions.
In addition, if a third-party, whether authorized or unauthorized, obtains and misappropriates data from JPMorganChase’s systems, JPMorganChase and its clients and customers could experience negative outcomes, including a heightened risk of fraudulent transactions using JPMorganChase’s systems, losses from fraudulent transactions and reputational harm from perceived system insecurity.
JPMorganChase could incur losses arising from any significant inadequacy or lapse in its risk management framework and control environment.
JPMorganChase’s financial condition or results of operations could be materially and adversely affected by any significant inadequacy or lapse in its risk management framework, governance structure, practices, models, reporting systems or controls. Any such inadequacy or lapse could:
•lead to inaccurate or delayed identification of risks
•harm customers or clients, and cause JPMorganChase to incur associated liabilities
•lead to non-compliance with applicable law, or attract heightened regulatory scrutiny
JPMorganChase uses various models and other analytical and judgment-based estimations to measure, monitor and implement controls related to its market, credit, capital, liquidity, operational and other risks, as well as to prepare its financial statements under U.S. generally accepted accounting principles (“U.S. GAAP”). These models and estimations are based on historical trends and other assumptions that are periodically reviewed and modified. The models and estimations that JPMorganChase uses may not be effective in all cases to identify, observe and mitigate risk because of factors such as:
A significant inadequacy in disclosure or financial reporting controls could negatively affect JPMorganChase’s business, operations and reputation.
•appropriately balance workforce planning and training as new technologies, such as AI, are adopted and integrated, or
Competition in the financial services industry could lead to negative effects on JPMorganChase’s results of operations.
•payments processing
•cryptocurrency, including stablecoins
Furthermore, both financial institutions and their non-banking competitors face the risk of disruption to payments processing and other products and services from the use of new technologies that may not require intermediation, such as tokenized securities or other products that leverage distributed ledger technology. New technologies have required and could require JPMorganChase to increase expenditures to modify its products to attract and retain clients and customers or to match products and services offered by its competitors, including technology companies. If JPMorganChase does not keep pace with rapidly changing technological advances, including the adoption of generative AI, it risks losing clients and market share to competitors, which could negatively impact revenues, operating costs and its competitive position. Competition could be intensified as the feasibility, capability and scalability of new technologies improves. In addition, new technologies (including generative AI) could be used by customers or bad actors in unexpected or disruptive ways, or could be breached or infiltrated by third parties, which could increase JPMorganChase’s compliance expenses and reduce its income related to the offering of products and services through those technologies.
Actions by competitors could put pressure on the pricing for JPMorganChase’s products and services or could cause it to lose market share, particularly with respect to investment products and traditional banking products. In addition, advocacy by non-banking competitors for exemptions from regulatory requirements could significantly disadvantage traditional financial institutions.
The failure of any of JPMorganChase’s businesses to meet the expectations of clients and customers, whether due to general market conditions, under-performance, a decision not to offer a particular product or service, changes in client and customer expectations or other factors, could affect JPMorganChase’s ability to attract or retain clients and customers. Any of these impacts could, in turn, reduce JPMorganChase’s revenues. Increased competition also could require JPMorganChase to make additional capital investments in its businesses, or to extend more of its capital on behalf of its clients to remain competitive. Furthermore, regulatory uncertainty regarding new technologies, including inconsistent regulatory approaches within and across jurisdictions, could require JPMorganChase to modify or restrict its product and service offerings, incur higher operational or compliance costs or forgo business opportunities.
JPMorganChase’s operations, results, and competitive standing could be adversely affected by the development of advanced technologies such as AI.
The rapid development and deployment of advanced technologies, including generative and agentic AI systems, present a range of risks to JPMorganChase’s businesses and operations, including:
•AI system failures, inappropriate use of AI systems, lack of transparency in AI systems, or inaccurate or biased output from AI systems resulting from rapid deployment, insufficient testing, erroneous data, ineffective model design or insufficient controls, which could disrupt operations, cause erroneous transactions, compromise data privacy, infringe on intellectual property, harm clients and customers, or impair JPMorganChase’s ability to make sound business decisions
•increased exposure to cyber attacks, system manipulation, or data loss if AI systems, particularly agentic systems, are not designed and implemented with appropriate safeguards to prevent systems from accessing sensitive data sources or system resources and taking actions
•intensified AI-enabled cyber threats, which may allow malicious actors to exploit vulnerabilities, reverse-engineer security patches, and conduct sophisticated social engineering attacks, potentially resulting in unauthorized access to sensitive information and data breaches, especially if JPMorganChase fails to adequately maintain, secure and upgrade its technological infrastructure in response to rapidly evolving technological advances
•regulatory and compliance challenges arising from rapidly evolving applicable law, including differences, inconsistencies and conflicts in international standards, which could increase costs, lead to fines and sanctions, and restrict JPMorganChase’s use of AI technologies
•competitive disadvantage if competitors are able to deploy AI more quickly or effectively, potentially gaining advantages in cost efficiency, client and customer experience, or product innovation, which could result in a loss of market share to competitors, or
•replacement or disintermediation of direct customer relationships if AI agents autonomously manage or intermediate financial decisions and product selection or other services for customers.
It is also possible that JPMorganChase could miscalibrate its workforce planning and employee training efforts either because of over-reliance on AI or the failure to appropriately adopt AI. Over-reliance on AI could cause JPMorganChase to experience shortages in qualified staff due to reduced hiring or retention of employees, or could hinder the development or enhancement of important skills among its employees, including critical thinking, problem-solving, judgment, creativity and adaptability. On the other hand, any efficiencies or competitive advantages that AI may offer could be squandered if JPMorganChase fails to adopt AI in a timely and judicious manner and to make related adjustments to its workforce.
Both physical risks and transition risks associated with climate change could negatively impact JPMorganChase and its clients and customers. Physical risks include the increased frequency or severity of acute weather events and shifting climate patterns, which may lead to lower asset values, increased insurance costs, and business and supply chain disruptions. Transition risks, including evolving regulatory requirements, carbon taxes and the adoption of new technologies to support lower-carbon operations, may increase compliance and operational costs, contribute to commodity price volatility and impact the profitability of clients and customers that are adapting to a low-carbon economy. Any of these impacts could have a negative effect on the financial condition of JPMorganChase, the financial condition or creditworthiness of JPMorganChase’s clients and customers, JPMorganChase’s exposure to affected companies and markets, or the effectiveness of JPMorganChase’s existing business strategy.
Conduct failure by JPMorganChase employees could trigger litigation and regulatory actions and harm JPMorganChase’s reputation.
JPMorganChase expects its employees to conduct themselves ethically and in compliance with JPMorganChase’s Code of Conduct, as well as with internal policies and applicable laws and regulations. Notwithstanding these expectations, employees of JPMorganChase have in the past engaged and could in the future engage in improper or illegal conduct. These instances of misconduct have resulted and could in the future result in litigation and resolutions of investigations or enforcement actions by governmental authorities involving consent orders, deferred prosecution agreements, non-prosecution agreements and other civil or criminal sanctions and penalties. In addition, employee misconduct could lead to higher operational and compliance costs, harm JPMorganChase’s reputation and result in collateral consequences for its business and operations. The foregoing risks could be heightened with respect to newly-acquired businesses if JPMorganChase fails to successfully integrate employees of those businesses or any of those employees engage in misconduct.
Maintaining the trust, affinity and goodwill of clients, customers, employees and investors is critical to JPMorganChase’s ability to operate its business successfully. JPMorganChase’s reputation could be harmed by its decisions to engage or not engage with a client or in a business activity that lead to negative commercial impacts, and could also be compromised by:
•inaccurate or misleading information about JPMorganChase or its clients, including results generated by AI, that is rapidly and broadly disseminated through any form of media, including social networking sites, and
•concerns that JPMorganChase has treated certain clients or customers unfairly
Events or circumstances that damage JPMorganChase’s reputation could also negatively affect its business, results of operations and prospects, and could result in:
Conflicts and hostilities between countries or other antagonists could expand in unpredictable ways, including:
•intensified cyber attacks
•drawing in other adversaries
•escalation into full-scale war, which could have catastrophic consequences.
•sustained disruption to or destruction of infrastructure, including energy and power facilities and undersea cables
•changes in economic alliances or treaties, including the potential fragmentation of trade and economic activity that may result from the formation or hardening of national or regional alliances
•confiscation, expropriation, nationalization or blocking access to property, including client assets and intellectual property, and
Various factors could impact JPMorganChase’s workforce.
•Reputation risks, including the potential adverse effects on JPMorganChase’s relationships with its clients, customers, shareholders, regulators and other stakeholders that could arise from employee misconduct, security breaches, inadequate risk management, compliance or operational failures, litigation and regulatory investigations, failure to satisfy expectations concerning environmental, social and governance concerns, failure to effectively manage conflicts of interest or to satisfy fiduciary obligations, or other factors that could damage JPMorganChase’s reputation.
•Legal risks, including those relating to litigation and regulatory and government investigations.
JPMorganChase’s businesses are highly regulated, and the laws, rules and regulations that apply to JPMorganChase have a significant impact on its business and operations.
JPMorganChase is a financial services firm with operations worldwide. JPMorganChase must comply with the laws, rules and regulations that apply to its operations in all of the jurisdictions around the world in which it does business, and financial services firms such as JPMorganChase are subject to extensive and constantly-evolving regulation and supervision.
The regulation and supervision of JPMorganChase significantly affects the way that it conducts its business and structures its operations, and JPMorganChase could be required to make changes to its business and operations in response to supervisory expectations or decisions or to new or changed laws, rules and regulations. These types of developments could result in JPMorganChase incurring additional costs or experiencing a reduction in revenues to comply with applicable laws, rules and regulations, which could reduce its profitability. Furthermore, JPMorganChase’s entry into or acquisition of a new business or an increase in its principal investments may require JPMorganChase to comply with additional laws, rules, and regulations.
Additionally, JPMorganChase’s ability to execute certain business initiatives could become more challenging due to increased regulation in the financial services industry, such as limitations on late payment, overdraft and interchange fees. This could adversely affect JPMorganChase’s earnings from its consumer businesses, prompting the reevaluation or adjustment of certain businesses or product offerings, as well as the reallocation of resources and incurrence of restructuring costs, which could impact revenue and profitability in the affected lines of business.
In response to new and existing laws, rules and regulations and expanded supervision, JPMorganChase has in the past been and could in the future be, required to:
•pay higher taxes (including as part of any minimum global tax regime), assessments, levies or other governmental charges, including in connection with the resolution of tax examinations
•incur losses, including with respect to fraudulent transactions perpetrated against its customers
•impose restrictions on certain business activities, or
Any failure by JPMorganChase to comply with the laws, rules and regulations to which it is subject could result in:
Differences and inconsistencies in financial services regulation and supervision can negatively impact JPMorganChase’s businesses, operations and financial results.
The content and application of laws, rules and regulations affecting financial services firms can vary according to factors such as the size of the firm, the jurisdiction in which it is organized or operates, and other criteria. For example:
•financial technology companies and other non-traditional competitors may not be subject to banking regulation, or may be supervised by a national or state regulatory agency that does not have the same resources or regulatory priorities as the regulatory agencies that supervise more diversified financial services firms, or
These types of differences in the regulatory and supervisory framework can result in JPMorganChase losing market share to competitors that are less regulated or not subject to regulation, especially with respect to unregulated financial products.
There can also be significant differences in the ways that similar regulatory initiatives affecting the financial services industry are implemented in the U.S. and in other countries and regions in which JPMorganChase does business. For example, when adopting rules that are intended to implement a global regulatory or supervisory standard, a national regulator may introduce additional or more restrictive requirements, which can create competitive disadvantages for financial services firms, such as JPMorganChase, that may be subject to those enhanced regulations.
In addition, certain national and multi-national bodies and governmental agencies outside the U.S. have adopted laws, rules or regulations that may conflict with or prohibit JPMorganChase from complying with laws, rules and regulations to which it is otherwise subject, creating conflict of law issues that also increase its risk of non-compliance in those jurisdictions.
•the implementation of processes within locally-based subsidiaries to comply with local regulatory requirements or expectations
•position limits and reporting rules for derivatives
•governance and accountability regimes
•conduct of business and control requirements, and
•curtail the products and services that it offers to its customers and clients
•become subject to regulatory fines, penalties or other sanctions, or
•incur higher costs for complying with different legal and regulatory frameworks.
Any or all of these factors could harm JPMorganChase’s ability to compete against other firms that are not subject to the same laws, rules and regulations or supervisory oversight, or harm JPMorganChase’s businesses, results of operations and profitability.
Resolving regulatory investigations can subject JPMorganChase to significant penalties and collateral consequences, and could result in higher compliance costs or restrictions on its operations.
JPMorganChase is subject to heightened oversight and scrutiny from regulatory authorities in many jurisdictions. JPMorganChase has paid significant fines, provided other monetary relief, incurred other penalties and experienced other repercussions in connection with resolving investigations and enforcement actions by governmental agencies. JPMorganChase could become subject to similar regulatory or governmental resolutions or other actions in the future, and addressing the requirements of any such resolutions or actions could result in JPMorganChase incurring higher operational and compliance costs, including devoting substantial resources to the required remediation or needing to comply with other restrictions.
•other direct and indirect adverse effects.
•it and other financial services firms will continue to be subject to heightened regulatory scrutiny and governmental investigations and enforcement actions
•governmental authorities will continue to require that financial institutions be penalized for actual or deemed violations of law with formal and punitive enforcement actions, including the imposition of significant monetary and other sanctions, rather than resolving these matters through informal supervisory actions, and
•conflicting or ambiguous laws, rules, regulations and judicial orders, or the inconsistent application or interpretation of existing laws, rules, regulations and judicial precedents
If the application of the laws, rules, regulations and judicial precedents in any jurisdiction is susceptible to producing outcomes that are inconsistent, unexpected or contrary to established legal principles, this can create a more difficult environment in which JPMorganChase conducts its business and could negatively affect JPMorganChase’s operations and reduce its earnings with respect to that jurisdiction. For example, JPMorganChase has faced actual and threatened litigation in Russia with respect to payments that JPMorganChase cannot make under, and is contractually excused from paying as a result of, relevant economic sanctions laws. That litigation has also resulted in the seizure of assets. In addition, conducting business in jurisdictions with less predictable legal and regulatory frameworks could require JPMorganChase to devote significant additional resources to understanding local laws, rules and regulations, as well as structuring its operations to comply with local laws, rules and regulations and implementing and administering related internal policies and procedures.
There can be no assurance that JPMorganChase will always be successful in its efforts to fully understand and to conduct its business in compliance with the laws, rules and regulations of all of the jurisdictions in which it operates, and the risk of non-compliance, or of interference with JPMorganChase's businesses, can be greater in jurisdictions that have less predictable legal and regulatory frameworks.
•harm to its reputation arising from public criticism, including from politicians, activists and other stakeholders.
JPMorganChase has been prohibited from engaging in certain business activities in specific jurisdictions as a result of these types of governmental actions, and there is no assurance that it will not face similar restrictions on its business and operations in the future.
Requirements for the orderly resolution of JPMorganChase could result in JPMorganChase having to restructure or reorganize its businesses and could increase its funding or operational costs or curtail its businesses.
JPMorganChase is required under Federal Reserve and FDIC rules to prepare and submit periodically to those agencies a detailed plan for rapid and orderly resolution in bankruptcy, without extraordinary government support, in the event of material financial distress or failure. The evaluation of JPMorganChase’s resolution plan by these agencies may change, and the requirements for resolution plans may be modified from time to time. Any such determinations or modifications could result in JPMorganChase needing to make changes to its legal entity structure or to certain internal or external activities, which could increase its funding or operational costs, or hamper its ability to serve clients and customers.
Economic uncertainty or instability caused by political and geopolitical developments can negatively impact JPMorganChase’s businesses.
•isolationist foreign policies
•actions that the government takes or fails to take in response to the effects of health emergencies, the spread of infectious diseases, epidemics or pandemics.
These types of political developments, and uncertainty about the possible outcomes of these developments, could:
•the possible departure of a country from, or the dissolution or formation of, a political or economic alliance or treaty.
Under certain circumstances, such as geopolitically challenging situations in regions like Russia, the Middle East and China, these various risks could become highly correlated or combine in unprecedented ways.
Any of these potential outcomes could cause JPMorganChase to suffer losses on its market-making positions or in its investment portfolio, reduce its liquidity and capital levels, increase the allowance for credit losses or lead to higher net charge-offs, hamper its ability to deliver products and services to its clients and customers, and weaken its results of operations and financial condition or credit rating.
•events that reduce confidence in the financial markets
•high unemployment or, conversely, a tightening labor market
•the economic effects of an outbreak or escalation of war, hostilities, terrorism or other geopolitical instabilities, cyber attacks, climate change, natural disasters, severe weather conditions, health emergencies, the spread of infectious diseases, epidemics or pandemics or other extraordinary events beyond JPMorganChase’s control, and
Heightened levels of unemployment or underemployment that result in reduced personal and household income could negatively affect consumer credit performance to the extent that consumers are less able to service their debts. In addition, sustained low growth, low or negative interest rates, inflationary pressures or recessionary conditions could diminish customer demand for the products and services offered by JPMorganChase’s consumer businesses.
Adverse economic conditions could also lead to an increase in delinquencies, additions to the allowance for credit losses and higher net charge-offs, which can reduce JPMorganChase’s earnings. These consequences could be significantly worse in certain geographies, including where declining industrial or manufacturing activity has resulted in or could result in higher levels of unemployment, or where high levels of consumer debt, such as outstanding student loans, could impair the ability of customers to pay their other consumer loan obligations.
•laws, rules and regulations relating specifically to the financial services industry, such as limitations on late payment, overdraft and interchange fees, and
•policies aimed at the economy more broadly, such as higher taxes and increased regulation, which could result in reductions in consumer disposable income.
In JPMorganChase’s wholesale businesses, market and economic factors can affect the volume of transactions that JPMorganChase executes for its clients or for which it advises clients, and, therefore, the revenue that JPMorganChase receives from those transactions. These factors can also influence the willingness of other financial institutions and investors to participate in capital markets transactions that JPMorganChase manages, such as loan syndications or securities underwriting. Furthermore, if a significant and sustained deterioration in market conditions were to occur, the profitability of JPMorganChase’s businesses engaged in capital markets activities, including loan syndication, securities underwriting and leveraged lending activities, could be reduced to the extent that those businesses:
•earn less fee revenue due to lower transaction volumes, including when clients are unwilling or unable to refinance their outstanding debt obligations in unfavorable market conditions, or
•losses on underwriting exposures or incremental client-specific downgrades, or increases in the allowance for credit losses and net charge-offs due to higher financing costs for clients
•the loss of deposits, particularly if customers withdraw deposits because they believe that interest rates offered by JPMorganChase are lower than those of competitors or if JPMorganChase makes incorrect assumptions about depositor behavior
•lower net interest income if central banks introduce interest rate increases more quickly than anticipated and this results in a misalignment in the pricing of short-term and long-term borrowings
All of these outcomes could adversely affect JPMorganChase’s earnings or its liquidity and capital levels, and any negative outcomes could be more severe in a prolonged period of high interest rates. Higher interest rates can also negatively affect the payment performance on loans within JPMorganChase’s consumer and wholesale loan portfolios that are linked to variable interest rates. If borrowers of variable rate loans are unable to afford higher interest payments, those borrowers may reduce or stop making payments, thereby causing JPMorganChase to incur losses and increased operational costs related to servicing a higher volume of delinquent loans.
•net interest margins to be compressed, which could reduce the amounts that JPMorganChase earns on its investment securities portfolio to the extent that it is unable to reinvest contemporaneously in higher-yielding instruments
JPMorganChase’s risk management and monitoring processes, including its stress testing framework, seek to quantify and manage JPMorganChase’s exposure to more extreme market moves. However, JPMorganChase’s hedging and other risk management strategies may not be effective, and it could incur significant losses, if extreme market events were to occur.
In addition, local laws, rules and regulations could limit JPMorganChase’s ability to resolve disputes and litigation in the event of a counterparty default or unwillingness to make previously agreed-upon payments, which could subject JPMorganChase to losses.
JPMorganChase’s liquidity can be impacted at any given time as a result of factors such as:
•changes in liquidity or capital requirements resulting from changes in laws, rules and regulations, including those in response to economic effects of systemic events
•satisfy applicable liquidity coverage ratio and net stable funding ratio requirements
•satisfy regulatory requirements in jurisdictions outside the U.S. relating to the pre-positioning of liquidity in subsidiaries that are material legal entities.
The Parent Company is obligated to contribute to the IHC substantially all the net proceeds received from securities issuances (including issuances of senior and subordinated debt securities and of preferred and common stock).
These arrangements could also result in the Parent Company seeking protection under bankruptcy laws or otherwise entering into resolution proceedings at a time earlier than would have been the case absent the existence of the capital and liquidity thresholds to which JPMorgan Chase Bank, N.A. and the IHC are subject.
Reductions in JPMorganChase’s credit ratings may adversely affect its liquidity and cost of funding.
Maintaining the required level and composition of capital may impact JPMorganChase’s ability to support business activities, meet evolving regulatory requirements and distribute capital to shareholders.
JPMorganChase is subject to various regulatory capital requirements, including leverage- and risk-based capital requirements. In addition, as a Global Systemically Important Bank (“GSIB”), JPMorganChase is required to hold additional capital buffers, including a GSIB surcharge, a Stress Capital Buffer (“SCB”), and a countercyclical buffer, each of which is reassessed at least annually. The amount of capital that JPMorganChase is required to hold in order to satisfy these leverage- and risk-based requirements could increase at any given time due to factors such as:
•actions by banking regulators, including changes in laws, rules and regulations
In 2023, U.S. banking regulators released a proposal to implement the final Basel III reforms which would have significantly revised the risk-based capital requirements for banks with assets of $100 billion or more, including JPMorganChase. In addition, in 2023 the Federal Reserve released a proposal to amend the calculation of the GSIB surcharge. Uncertainty remains regarding the content of the final versions of these rule proposals and how they might ultimately apply to JPMorganChase. However, it is possible that the final rules could impact JPMorganChase’s decisions concerning the business activities in which it will engage and its levels of capital distributions to its shareholders.
JPMorganChase’s businesses are dependent on the effectiveness of internal and external operational systems.
JPMorganChase’s businesses rely on the ability of JPMorganChase’s financial, accounting, transaction execution, data processing and other operational systems, including devices supporting those systems, to process, record, monitor and report a large number of transactions on a continuous basis, and to do so accurately, quickly and securely. In addition to proper design, installation, maintenance and training, the effective functioning of JPMorganChase’s operational systems depends on:
•the quality of the information contained in those systems, as inaccurate, outdated, incomplete or corrupted data can significantly compromise the functionality or reliability of a particular system and other systems to which it transmits or from which it receives information, and
•JPMorganChase’s ability to continue to maintain and upgrade its systems on a regular and timely basis in line with technological advancements and evolving security requirements, maintain security and operational continuity of its systems, including by carefully managing any changes introduced to its systems, prevent unauthorized access and the misuse of access to its systems, and adhere to all applicable legal and regulatory requirements, particularly in regions where JPMorganChase may face a heightened risk of malicious activity.
JPMorganChase has experienced and expects that it will continue to experience failures and disruptions in the stability of its operational systems, including degraded performance of data processing systems, data quality issues, disruptions of network connectivity and malfunctioning software, as well as disruptions in its ability to access and use the operational systems of third parties and interruptions in service from third-party service providers. These incidents have resulted in various negative effects for customers, including the inability to access account information or transact through ATM, internet or mobile channels, the exfiltration of customer personal data, the recording of duplicative transactions and extended delays for customers requiring services from call centers. There can be no assurance that these and other types of operational failures or disruptions will not occur in the future.
•disruptions in operational systems or in the ability of systems to communicate with each other could be caused by failures in synchronization or encryption software, or degraded performance of microprocessors, and
JPMorganChase also depends on its ability to access and use the operational systems of third parties, including its custodians, vendors (such as those that provide data and cloud computing services, and security and technology services) and other market participants (such as clearing and payment systems, CCPs and securities exchanges). These external operational systems with which JPMorgan is connected, whether directly or indirectly, can be sources of operational risk to JPMorganChase. JPMorganChase may be exposed not only to a systems failure or cyber attack that may be experienced by a vendor or market infrastructure with which JPMorganChase is directly connected, but also to a systems breakdown or cyber attack involving another party to which such a vendor or infrastructure is connected. Similarly, retailers, payment systems and processors, data aggregators and other external parties with which JPMorganChase’s customers do business can increase JPMorganChase’s operational risk. This is particularly the case where activities of customers or other parties are beyond JPMorganChase’s security and control systems, including through the use of the internet, cloud computing services, and personal smart phones and other mobile devices or services.
If an external party obtains access to customer account data on JPMorganChase’s systems, whether authorized or unauthorized, and that party misappropriates that data, this could result in negative outcomes for JPMorganChase and its clients and customers, including a heightened risk of fraudulent transactions using JPMorganChase’s systems, losses from fraudulent transactions and reputational harm arising from the perception that JPMorganChase’s systems may not be secure.
The ineffectiveness, failure or other disruption of operational systems upon which JPMorganChase depends, including due to a systems malfunction, cyber incident or other systems failure, could result in unfavorable ripple effects in the financial markets and for JPMorganChase and its clients and customers, including:
•dissatisfaction among JPMorganChase’s clients or customers
If JPMorganChase’s operational systems, or those of acquired businesses or of external parties on which JPMorganChase’s businesses depend, are unable to meet the requirements of JPMorganChase’s businesses and operations or bank regulatory standards, or if they fail or have other significant shortcomings, JPMorganChase could be materially and adversely affected.
JPMorganChase experiences numerous cyber attacks on its computer systems, software, networks and other technology assets on a daily basis from various actors, including groups acting on behalf of hostile countries, cyber-criminals, “hacktivists” (i.e., individuals or groups that use technology to promote a political agenda or social change) and others. These cyber attacks can take many forms, including attempts to introduce computer viruses or malicious code, which are commonly referred to as “malware,” into JPMorganChase’s systems. These attacks are often designed to:
•destroy data or systems with the aim of rendering services unavailable
JPMorganChase also experiences:
•a high volume of disruptions to internet-based services used by JPMorganChase that are provided by third parties.
A principal reason that JPMorganChase cannot provide absolute security against cyber attacks is that it may not always be possible to anticipate, detect or recognize threats to JPMorganChase’s systems, or to implement effective preventive measures against all breaches due to evolving risks, including:
The risk of a security breach due to a cyber attack could increase in the future due to factors such as:
•JPMorganChase’s ongoing expansion of its digital banking and other internet-based product offerings and its internal use of internet-based products and applications, including those that use cloud computing services
•the inability to maintain the security of information transmitted by JPMorganChase due to advances in quantum computing that may counteract or nullify existing information protections, and
•the acquisition and integration of new businesses.
The dynamic nature of the cyber threat landscape, including the pace of innovation and increased threat of novel attack methods, necessitates ongoing investment in, as well as enhancement and adaptation of, cybersecurity controls, including the adoption of enhanced security measures in certain jurisdictions. Failure to discover or address emerging threats, known vulnerabilities or shortcomings in cybersecurity controls, or to prioritize or complete enhancements to address them, in each case in a timely manner, may leave JPMorganChase vulnerable to cyber attacks, potentially resulting in data breaches, financial losses, reputational damage and regulatory penalties, including the failure to prioritize or complete enhancements relating to:
•oversight of third-party vendors and early detection of attacks against those vendors, including ransomware attacks and attacks targeting vulnerabilities in third-party open-source software, in support of the secure development and maintenance of internal systems
A successful penetration or circumvention of the security of JPMorganChase’s systems or the systems of a vendor, governmental body or another market participant could cause serious negative consequences, including:
•losses to JPMorganChase in excess of cyber insurance policy coverage
•dissatisfaction among JPMorganChase’s clients, customers or counterparties
•significant exposure to litigation and regulatory fines, penalties or other sanctions, and
When JPMorganChase launches a new product or service, introduces a new platform for the delivery or distribution of products or services (including mobile connectivity, electronic trading and cloud computing), acquires or invests in a business, makes changes to an existing product, service or delivery platform, or adopts a new technology, it may not fully appreciate or identify new operational risks that may arise from those changes, including increased reliance on third party providers, or may fail to implement adequate controls to mitigate the risks associated with those changes. Any significant failure in this regard could diminish JPMorganChase’s ability to operate one or more of its businesses or result in:
•higher litigation costs, including regulatory fines, penalties and other sanctions
•the ineffective implementation of business decisions
•any failure to institute controls that appropriately address risks associated with business activities, or to appropriately train employees with respect to those risks and controls
JPMorganChase’s businesses and operations are subject to complex and evolving laws, rules and regulations, both within and outside the U.S., governing the privacy and protection of personal information of individuals. Governmental authorities around the world have adopted and are considering the adoption of numerous legislative and regulatory initiatives concerning privacy, data protection and security. Litigation or enforcement actions relating to these laws, rules and regulations could result in fines or orders requiring that JPMorganChase change its data-related practices, which could have an adverse effect on JPMorganChase’s ability to provide products and otherwise harm its business operations.
Implementing processes relating to JPMorganChase’s collection, use, sharing and storage of personal information to comply with all applicable laws, rules and regulations in all relevant jurisdictions, including where the laws of different jurisdictions are in conflict, can:
•increase JPMorganChase’s compliance and operating costs
•hinder the development of new products or services, curtail the offering of existing products or services, or affect how products and services are offered to clients and customers
•demand significant oversight by JPMorganChase’s management, and
Not all of JPMorganChase’s clients, customers, vendors, counterparties and other external parties may have appropriate controls in place to protect the confidentiality, integrity or availability of the information exchanged between them and JPMorganChase, particularly where information is transmitted by electronic means. JPMorganChase could be exposed to litigation or regulatory fines, penalties or other sanctions if personal information of clients, customers, employees or others were to be mishandled or misused, such as situations where such information is:
•erroneously provided to parties who are not permitted to have the information, or
•intercepted or otherwise compromised by unauthorized third parties.
The increasing sophistication of artificial intelligence technologies poses a greater risk of identity fraud, as malicious actors may exploit artificial intelligence to create convincing false identities or manipulate verification processes. This challenge necessitates ongoing enhancements to client verification systems and security protocols to prevent unauthorized access and protect sensitive client information. Failure to manage these risks or to implement effective countermeasures could lead to unauthorized transactions, financial losses, reputational damage and increased regulatory scrutiny.
Concerns regarding the effectiveness of JPMorganChase’s measures to safeguard personal information, or the perception that those measures are inadequate, could cause JPMorganChase to lose existing or potential clients and customers or employees, and thereby reduce JPMorganChase’s revenues. Furthermore, any failure or perceived failure by JPMorganChase to comply with applicable privacy or data protection laws, rules and regulations, or any failure to appropriately calibrate, manage and monitor access by employees or third parties to personal information, could subject JPMorganChase to inquiries, examinations and investigations that could result in requirements to modify or cease certain operations or practices, significant liabilities or regulatory fines, penalties or other sanctions. Any of these could damage JPMorganChase’s reputation and otherwise adversely affect its businesses.
In recent years, well-publicized incidents involving the inappropriate collection, use, sharing or storage of personal information have led to expanded governmental scrutiny of practices relating to the processing or safeguarding of personal information by companies in the U.S. and other countries. That scrutiny has in some cases resulted in, and could in the future lead to, the adoption of stricter laws, rules and regulations relating to the collection, use, sharing and storage of personal information. These types of laws, rules and regulations can prohibit or significantly restrict financial services firms such as JPMorganChase from transferring information across national borders or sharing information among affiliates or with third parties such as vendors, thereby increase compliance costs and operational risk, or restrict JPMorganChase’s use of personal information when developing or offering products or services to customers. Some countries are considering or have adopted legislation implementing data protection requirements or requiring local storage and processing of data which could increase the cost and complexity of JPMorganChase’s delivery of products and services. These restrictions could also inhibit JPMorganChase’s development or marketing of certain products or services, or increase the costs of offering them to customers.
•health emergencies, the spread of infectious diseases, epidemics or pandemics, or
JPMorganChase operates a Firmwide resiliency framework that is intended to enable it to prepare for and adapt to changing conditions and withstand and recover from, and address any adverse effects on its operations caused by, disruptions that may impact critical business functions and supporting assets, including its staff, technology, data and facilities and those of third-party service providers.
Data quality is essential to JPMorganChase’s business and operations, and if JPMorganChase fails to maintain adequate data management processes, this could adversely affect its ability to effectively manage its businesses, comply with applicable laws, rules and regulations, or remain competitive.
JPMorganChase’s risk management framework and control environment will not be effective in identifying and mitigating every risk to JPMorganChase.
Any inadequacy or lapse in JPMorganChase’s risk management framework, governance structure, practices, models or reporting systems, or in its control environment, could expose it to unexpected losses, and its financial condition or results of operations could be materially and adversely affected. Any such inadequacy or lapse could:
•lead to non-compliance with laws, rules and regulations
•lead to potential harm to customers and clients, and any liability associated with that harm
•otherwise diminish confidence in JPMorganChase.
Many of JPMorganChase’s risk management strategies and techniques consider historical market behavior and to some degree are based on management’s subjective judgment or assumptions. For example, many models used by JPMorganChase are based on assumptions regarding historical correlations among prices of various asset classes or other market indicators. In times of market stress, including difficult or less liquid market environments, or in the event of other unforeseen circumstances, previously uncorrelated indicators may become correlated. Conversely, previously-correlated indicators may become uncorrelated at those times. Sudden market movements and unanticipated market or economic events could, in some circumstances, limit the effectiveness of JPMorganChase’s risk management strategies, causing it to incur losses.
JPMorganChase has developed and uses a variety of models and other analytical and judgment-based estimations to measure, monitor and implement controls over its market, credit, capital, liquidity, operational and other risks. JPMorganChase also uses internal models and estimations as a basis for its stress testing and in connection with the preparation of its financial statements under U.S. generally accepted accounting principles (“U.S. GAAP”).
These models and estimations are based on a variety of assumptions and historical trends, and are periodically reviewed and modified as necessary. The models and estimations that JPMorganChase uses, including those that use machine learning or artificial intelligence, may not be effective in all cases to identify, observe and mitigate risk due to a variety of factors, such as:
Lapses, weaknesses or deficiencies in controls over disclosure or financial reporting could materially affect JPMorganChase’s profitability or reputation.
JPMorganChase’s businesses and operations are subject to complex and evolving laws, rules and regulations, both within and outside the U.S., requiring continuous enhancements to various disclosures in its financial statements and regulatory reports.
•expose it to litigation or regulatory fines, penalties or other sanctions
•otherwise diminish investor confidence in JPMorganChase.
•allocate capital appropriately due to imprecise modeling or subjective judgments made in connection with those allocations
JPMorganChase faces significant and increasing competition in the rapidly evolving financial services industry.
•other banks and financial institutions
•trading, advisory and investment management firms
•finance companies
•other non-bank firms that are engaged in providing similar as well as new products and services.
JPMorganChase cannot provide assurance that the significant competition in the financial services industry will not materially and adversely affect its future results of operations. For example, aggressive or less disciplined lending practices by non-bank competitors could lead to a loss of market share for traditional banks, and in an economic downturn could result in instability in the financial services industry and adversely impact other market participants, including JPMorganChase.
New competitors in the financial services industry continue to emerge. For example, technological advances and the growth of e-commerce have made it possible for non-depository institutions to offer products and services that traditionally were banking products. These advances have also allowed financial institutions and other companies to provide electronic and internet-based financial solutions, including electronic securities and cryptocurrency trading, lending and other extensions of credit to consumers, payments processing and online automated algorithmic-based investment advice. Furthermore, both financial institutions and their non-banking competitors face the risk that payments processing and other products and services, including deposits and other traditional banking products, could be significantly disrupted by the use of new technologies, such as cryptocurrencies and other applications using secure distributed ledgers, that may not require intermediation. New technologies have required and could require JPMorganChase to spend more to modify or adapt its products to attract and retain clients and customers or to match products and services offered by its competitors, including technology companies. In addition, new technologies may be used by customers, or breached or infiltrated by third parties, in unexpected ways, which can increase JPMorganChase’s costs for complying with laws, rules and regulations that apply to the offering of products and services through those technologies and reduce the income that JPMorganChase earns from providing products and services through those technologies.
Ongoing or increased competition may put pressure on the pricing for JPMorganChase’s products and services or may cause JPMorganChase to lose market share, particularly with respect to traditional banking products. This competition may be based on quality and variety of products and services offered, transaction execution, innovation, reputation and price. The failure of any of JPMorganChase’s businesses to meet the expectations of clients and customers, whether due to general market conditions, under-performance, a decision not to offer a particular product or service, changes in client and customer expectations or other factors, could affect JPMorganChase’s ability to attract or retain clients and customers. Any such impact could, in turn, reduce
JPMorganChase operates in many regions, countries and communities around the world where its business, and the activities of its clients and customers, could be adversely affected by climate change. Climate change could manifest as a financial risk to JPMorganChase either through changes in the physical climate or from the process of transitioning to a lower-carbon economy. Both physical risks and transition risks associated with climate change could have negative impacts on the financial condition or creditworthiness of JPMorganChase’s clients and customers, on JPMorganChase's exposure to affected companies and markets, and on the effectiveness of JPMorganChase’s existing business strategy with respect to its operations, clients and customers.
Physical risks include the increased frequency or severity of acute weather events, such as floods, wildfires and tropical cyclones, and chronic shifts in the climate, such as rising sea levels, persistent changes in precipitation levels, or increases in average ambient temperatures. Potential adverse impacts of climate-related physical risks to JPMorganChase, its clients or customers include:
•declines in asset values, including due to the destruction or degradation of property
•reduced availability or increased cost of insurance for clients of JPMorganChase
•interruptions to business operations, including supply chain disruption, and
•population migration or unemployment in affected regions.
Transition risks arise from the financial and economic consequences of society’s shift towards a lower-carbon economy, such as changes in public policy, adoption of new technologies or changes in consumer preferences towards low-carbon goods and services. These risks could also be influenced by changes in the physical climate. Potential adverse impacts of transition risks to JPMorganChase, its clients or customers include:
•sudden devaluation of assets, including unanticipated write-downs (“stranded assets”)
•increased operational and compliance costs driven by changes in climate policy
•increased energy costs driven by governmental actions and initiatives such as emission pricing and accelerated decarbonization policies
•negative consequences to business models, and the need to make changes in response to those consequences, and
•damage to JPMorganChase’s reputation, including due to any perception that its business practices are contrary to public policy or the preferences of different stakeholders.
Climate risks can also arise from inconsistencies and conflicts in the manner in which climate policy and financial regulations are implemented in the many regions where JPMorganChase operates, including initiatives to apply and enforce policy and regulation with extraterritorial effect. Additionally, internal models and estimations used in climate risk assessments have an increased level of uncertainty due to limited historical trend information and the absence of standardized, reliable and comprehensive greenhouse gas emissions data, which could lead to inaccurate disclosures or financial reporting.
Conduct failure by JPMorganChase employees can harm clients and customers, impact market integrity, damage JPMorganChase’s reputation and trigger litigation and regulatory action.
JPMorganChase’s employees interact with clients, customers, counterparties and other market and industry participants, and with each other, every day. All employees are expected to demonstrate values and exhibit the behaviors that are an integral part of JPMorganChase’s Code of Conduct and Business Principles. JPMorganChase endeavors to embed conduct risk management throughout an employee’s life cycle, including recruiting, onboarding, training and development, and performance management. Conduct risk management is also an integral component of JPMorganChase’s promotion and compensation processes.
Notwithstanding these expectations, policies and practices, certain employees have engaged in improper or illegal conduct in the past. These instances of misconduct have resulted in litigation, and resolutions of governmental investigations or enforcement actions involving consent orders, deferred prosecution agreements, non-prosecution agreements and other civil or criminal sanctions. There is no assurance that further inappropriate or unlawful actions by employees have not occurred or will not occur, lead to a violation of the terms of these resolutions (and associated consequences), or that any such actions will always be detected, deterred or prevented.
JPMorganChase’s reputation could be harmed by, and collateral consequences could result from, a failure by one or more employees to conduct themselves in accordance with JPMorganChase’s expectations, policies and practices, including by acting in ways that harm clients, customers, other market participants, employees or others. Some examples of this include:
•improperly selling and marketing JPMorganChase’s products or services
•engaging in insider trading, market manipulation or unauthorized trading
•engaging in improper or fraudulent behavior in connection with government relief programs
•facilitating a transaction where a material objective is to achieve a particular tax, accounting or financial disclosure treatment that may be subject to scrutiny by governmental or regulatory authorities, or where the proposed treatment is unclear or may not reflect the economic substance of the transaction
•failing to fulfill fiduciary obligations or other duties owed to clients or customers
•violating antitrust or anti-competition laws by colluding with other market participants
•using electronic communications channels that have not been approved by JPMorganChase
•engaging in discriminatory behavior or harassment with respect to clients, customers or employees, or acting contrary to JPMorganChase’s goal of fostering an inclusive workplace
•managing or reporting risks in ways that subordinate JPMorganChase’s risk appetite to business performance goals or employee compensation objectives, and
•misappropriating property, confidential or proprietary information, or technology assets belonging to JPMorganChase, its clients and customers or third parties.
The consequences of any failure by one or more employees to conduct themselves in accordance with JPMorganChase’s expectations, policies or practices could include litigation, or regulatory or other governmental investigations or enforcement actions. Any of these proceedings or actions could result in judgments, settlements, fines, penalties or other sanctions, or lead to:
•increased operational and compliance costs
•greater scrutiny by regulators and other parties
•regulatory actions that require JPMorganChase to restructure, curtail or cease certain of its activities
•the need for significant oversight by JPMorganChase’s management
•loss of clients or customers, and
The foregoing risks could be heightened with respect to newly-acquired businesses if JPMorganChase fails to successfully integrate employees of those businesses or any of those employees do not conduct themselves in accordance with JPMorganChase's expectations, policies and practices.
Maintaining trust in JPMorganChase is critical to its ability to attract and retain clients, customers, investors and employees. Damage to JPMorganChase’s reputation can therefore cause significant harm to JPMorganChase’s business and prospects, and can arise from numerous sources, including:
•employee misconduct, including discriminatory behavior or harassment with respect to clients, customers or employees, or actions that are contrary to JPMorganChase’s goal of fostering an inclusive workplace
•security breaches, including as a result of cyber attacks
•failure to safeguard client, customer or employee information
•failure to manage risks associated with its client relationships, or with transactions or business activities in which JPMorganChase or its clients engage, including transactions or activities that may be unpopular among one or more constituencies
•rapid and broad dissemination of misinformation and disinformation across the media landscape, including social networking sites
•incorrect, biased or misleading results or content generated by artificial intelligence, leading to harmful outcomes, including discrimination in lending practices against vulnerable populations, fraud, manipulation of customers, privacy breaches or intellectual property infringement
•deficiencies or perceived failures in managing ESG-related initiatives, including modifying or failing to meet publicly-announced targets
•operational failures
•litigation or regulatory fines, penalties or other sanctions
•actions taken in executing regulatory and governmental requirements during a global or regional health emergency, spread of infectious disease, epidemic or pandemic
•regulatory investigations or enforcement actions, or resolutions of these matters, and
Social and environmental activists have been targeting JPMorganChase and other financial services firms with public criticism concerning their business practices, including business relationships with clients that are engaged in certain sensitive industries, such as companies:
•whose products are or are perceived to be harmful to human health, or
•whose activities negatively affect or are perceived to negatively affect the environment, workers’ rights or communities.
Activists have also taken actions intended to change or influence JPMorganChase’s business practices with respect to ESG matters, including public protests at JPMorganChase’s headquarters and other properties, and submitting specific ESG-related proposals for a vote by JPMorganChase’s shareholders.
In addition, JPMorganChase has been and expects that it will continue to be criticized by activists, politicians and other members of the public concerning business practices or positions taken by JPMorganChase with respect to matters of public policy (such as diversity, equity and inclusion initiatives) or regarding transactions or other business or interactions between JPMorganChase and governmental or regulatory bodies. Furthermore, JPMorganChase's relationships or ability to transact with clients and customers, and with governmental or regulatory bodies in jurisdictions in which JPMorganChase does business, could be adversely affected if its decisions with respect to doing business with companies in certain sensitive industries are perceived to harm those companies or to align with particular political viewpoints. The foregoing types of criticism can be more widespread during election years in various jurisdictions, and could have the effect of focusing attention on a company such as JPMorganChase as part of a wider public debate on public policy matters. Furthermore, JPMorganChase's participation in or association with certain environmental and social industry groups or initiatives could be viewed by activists or governmental authorities as boycotting or other discriminatory business behavior.
These and other types of criticism and actions directed at JPMorganChase could potentially engender dissatisfaction among clients, customers, investors, employees, government officials and other stakeholders. In all of these cases, JPMorganChase’s reputation and its business and results of operations could be harmed by:
Actions by the financial services industry generally or individuals in the industry can also affect JPMorganChase’s reputation. For example, the reputation of the industry as a whole can be damaged by concerns that:
•consumers have been treated unfairly by a financial institution, or
•a financial institution has acted inappropriately with respect to the methods used to offer products to customers.
If JPMorganChase is perceived to have engaged in these types of behaviors, this could weaken its reputation among clients or customers, employees or other stakeholders.
•use client and customer data responsibly and in a manner that meets legal requirements and regulatory expectations
Aggressive actions by hostile governments or groups, including armed conflict or intensified cyber attacks, could expand in unpredictable ways by drawing in other countries or escalating into full-scale war with potentially catastrophic consequences, particularly if one or more of the combatants possess nuclear weapons. Depending on the scope of the conflict, the hostilities could result in:
•expropriation or nationalization of assets, including client assets, or confiscation of property, including intellectual property, and
•changes in laws, rules and regulations.
JPMorganChase’s ability to attract and retain qualified employees is critical to its success.
JPMorganChase’s employees are its most important resource, and in many areas of the financial services industry, competition for qualified personnel is intense. JPMorganChase endeavors to attract talented new employees from a variety of backgrounds and retain, develop and motivate its existing employees. JPMorganChase's efforts to hire and retain talented employees could be hindered by factors such as:
•modifications to or discontinuation of JPMorganChase's hybrid work models.
Unfavorable changes in immigration or travel policies could adversely affect JPMorganChase’s businesses and operations.
JPMorganChase relies on the skills, knowledge and expertise of employees located throughout the world. Changes in immigration or travel policies in the U.S. and other countries that unduly restrict or otherwise make it more difficult for employees or their family members to work in, or travel to or transfer between, jurisdictions in which JPMorganChase has operations or conducts its business could inhibit JPMorganChase’s ability to attract and retain qualified employees, and thereby dilute the quality of its workforce, or could prompt JPMorganChase to make structural changes to its worldwide or regional operating models that cause its operations to be less efficient or more costly.
JPMorganChase faces significant legal risks from litigation and formal and informal regulatory and government investigations.
Regulators and other government agencies conduct examinations of JPMorganChase and its subsidiaries both on a routine basis and in targeted exams, and JPMorganChase’s businesses and operations are subject to heightened regulatory oversight. This heightened regulatory scrutiny, or the results of such an investigation or examination, may lead to additional regulatory investigations or enforcement actions. There is no assurance that those actions will not result in resolutions or other enforcement actions against JPMorganChase. Furthermore, a single event involving a potential violation of law or regulation may give rise to numerous and overlapping investigations and proceedings, either by multiple federal, state or local agencies and officials in the U.S. or, in some instances, regulators and other governmental officials in non-U.S. jurisdictions.
In addition, if another financial institution violates a law or regulation relating to a particular business activity or practice, this will often give rise to an investigation by regulators and other governmental agencies of the same or similar activity or practice by JPMorganChase.
Regulatory investigations, examinations or other initiatives by U.S. and non-U.S. governmental authorities may subject JPMorganChase to judgments, settlements, fines, penalties or other sanctions, and may require JPMorganChase to restructure its operations and activities or to cease offering certain products or services. All of these potential outcomes could harm JPMorganChase’s reputation or lead to higher operational costs, thereby reducing JPMorganChase’s profitability, or result in collateral consequences. In addition, the extent of JPMorganChase’s exposure to legal and regulatory matters can be unpredictable and could, in some cases, exceed the amount of reserves that JPMorganChase has established for those matters.
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JPMorganChase's operations could also be impaired if the measures taken by that it or by governmental authorities takes to protect the health and safety of its employees , or actions taken by governmental authorities or other external parties on which it relies are ineffective , or if any external party on which JPMorganChase relies fails to take appropriate and effective actions to protect the health and safety of its employees .
JPMorganChase operates in a highly competitive environment in which it must evolve and constantly adapt to changes in financial regulation, technological advances , increased public scrutiny and changes in economic conditions. JPMorganChase expects that competition in the U.S. and global financial services industry will continue remain intense, with new competitors in the financial services industry continuing to be intense emerge . Competitors include For example, technological advances and the growth of e-commerce have made it possible for non-depository institutions to offer products and services that traditionally were banking products. These advances have also allowed financial institutions and other companies to provide electronic and internet-based financial solutions, including :
Legislative and regulatory Regulatory initiatives outside the U.S. have required and could in the future require JPMorganChase to make significant modifications to significantly modify its operations and or legal entity structure in the relevant countries or regions places in order to comply with which those initiatives are implemented, such as requirements . These include laws, rules and regulations that have been adopted or proposed, as well as regulatory expectations, relating to for :
JPMorganChase's earnings from its consumer businesses could also be materially and adversely affected by governmental policies and actions that affect consumers, including :
• the possibility that significant portions of JPMorganChase's workforce are unable to work effectively, including because of illness, quarantines, shelter-in-place arrangements, government actions due to health emergencies or other restrictions in connection with health emergencies, the spread of infectious diseases, epidemics or pandemics, or due to extraordinary events beyond JPMorganChase's control such as natural disasters or an outbreak or escalation of hostilities
A reduction in JPMorganChase's liquidity may could be caused by events over which it has little or no beyond its control. For example, JPMorganChase's funding costs could increase and its access to traditional sources of liquidity could be limited during periods of market stress, low investor confidence and or significant market illiquidity could result in higher funding costs for JPMorganChase and could limit its access to some of its traditional sources of liquidity .
• new economic sanctions or other regulatory requirements , including those that introduce exceptional compliance challenges for multinational companies such as JPMorganChase .
• price, capital or exchange controls , including imposition of punitive transfer and convertibility restrictions or forced currency exchange
• regulatory " penalties " means fines, penalties or other sanctions imposed by governmental authorities.
• Operational risks, including risks associated with JPMorganChase's dependence on its operational systems and its employees, as well as the systems and employees of third acquired businesses and external parties , market participants and service providers; the potential negative effects of failing to identify and address operational risks related to the failure of internal or external operational systems, the introduction of or changes to products, services and delivery platforms or the adoption of new technologies; risks related to safeguarding personal information ; the harm that could be caused by a successful cyber attack affecting JPMorganChase or by other extraordinary events; the adverse effects of failing to identify and address operational risks associated with the introduction of or changes to products, services and delivery platforms or technologies, as well as risks related to data management processes; risks related to safeguarding personal information; potential adverse effects of failing to comply with applicable standards for the oversight of vendors and other service providers; and risks associated with JPMorganChase's risk management framework and control environment, its models and estimations and associated judgments used in its stress testing and financial statements, and controls over disclosure and financial reporting ; and potential adverse effects of failing to comply with applicable standards for the oversight of vendors and other service providers .
• Capital risks, including the risk that any failure by or inability of JPMorganChase to maintain the required level and composition of capital, or unfavorable changes in applicable capital requirements, could limit JPMorganChase's ability to distribute capital to shareholders or to support its business activities could be limited if it does not satisfy applicable regulatory capital requirements .
• cyber attacks can originate from a wide variety of sources, including JPMorganChase's own employees, cyber-criminals, hacktivists, groups linked to terrorist organizations or hostile nation-states certain threat actors that are well-resourced and can sustain malicious activities for extended periods, or third parties whose objective is to disrupt the operations of financial institutions more generally and
• other negative outcomes caused by human error or misconduct by an employee of JPMorganChase or of another party on which JPMorganChase's businesses or operations rely.
Federal Reserve rules require that JPMorgan Chase & Co. (the " Parent Company ") to maintain minimum levels of unsecured external long-term debt and other loss-absorbing capacity with specific terms (" eligible LTD ") for purposes of recapitalizing to recapitalize JPMorganChase's operating subsidiaries if the Parent Company were to enter into a resolution either : in a bankruptcy proceeding under Chapter 11 of the U.S. Bankruptcy Code, or in a receivership administered by the FDIC under Title II of the Dodd-Frank Act (" Title II "). If the Parent Company were to enter into a resolution, holders of eligible LTD, other unsecured creditors and holders of equity securities of the Parent Company will absorb the losses of the Parent Company and its subsidiaries.
• Conduct risks, including the negative impact that can could result from the actions or misconduct of JPMorganChase's employees , including any failure of employees to conduct themselves in accordance with JPMorganChase's expectations, policies and practices .
JPMorganChase's operations compliance risk and financial results can operating costs could be negatively impacted higher in jurisdictions with less predictable legal , regulatory and regulatory judicial frameworks.
• harm its reputation cyber-criminals , or
• natural disasters or , severe weather conditions or the effects of climate change
• cause reputational harm its reputation .
• technology companies tokenized securities , and
JPMorganChase's consumer businesses can could also be harmed by an excessive expansion of consumer credit by bank or non-bank competitors. Heightened competition for certain types of consumer loans could prompt industry-wide reactions such as lead to significant price reductions in the pricing or margins of for those loans or the making of providing loans to less-creditworthy borrowers. If large numbers of consumers subsequently default on their loans, whether due to weak credit profiles, an economic downturn or other factors, this could impair their ability to repay obligations owed to JPMorganChase and result in an increase in the allowance for credit losses and higher charge-offs and other credit-related losses . More broadly, widespread defaults on consumer debt could lead to recessionary conditions in the U.S. economy, and JPMorganChase's consumer businesses may earn lower revenues in such an environment.
• technological advances in such as artificial intelligence , such as the use of machine learning, generative artificial intelligence (" AI ") and quantum computing by that may enable malicious actors to develop more advanced social engineering attacks, including targeted phishing attacks , and
• events arising from local or larger-scale civil or political unrest, any outbreak or escalation of civil unrest, hostilities, or terrorist acts or other violence or criminal activity .
Damage to JPMorganChase's reputation could harm negatively affect its businesses business, results and prospects .
When interest rates are high or increasing, JPMorganChase can may generally be expected to earn higher net interest income when interest rates are high or increasing . However, higher interest rates can could also lead to result in :
• limit the products and services that it offers, or change the prices that it charges for its those products and services , or
JPMorganChase expects that the following trends will continue :
JPMorganChase is named as a defendant or is otherwise involved in many civil and governmental legal proceedings, including class actions, derivative actions and other litigation or disputes with third parties, as well as investigations and enforcement actions by U.S. and non-U.S. governmental authorities, including criminal proceedings. Actions currently pending against JPMorganChase may could result in judgments, settlements , fines, or penalties or other sanctions adverse to JPMorganChase . Any , and any such resolution of these matters legal proceedings could materially and adversely affect JPMorganChase's business, financial condition or results of operations, or cause serious reputational harm. As a participant In addition, the extent of JPMorganChase's exposure to legal matters is unpredictable and could, in some cases, exceed the financial services industry, it is likely amount of reserves that JPMorganChase will continue to experience a high level of litigation and regulatory and government investigations related to its businesses and operations has established for those matters .
• People risks, including the criticality of attracting and retaining qualified employees ; and the potential adverse effects of unfavorable changes in immigration or travel policies on JPMorganChase's workforce .
JPMorganChase closely monitors and manages, to the extent that it is able, factors that could influence its has experienced credit ratings . However downgrades in the past , and there is no assurance that JPMorganChase's credit ratings will not be downgraded in the future. Furthermore, any such downgrade could occur at times a time of broader market instability when , limiting JPMorganChase's options for responding to events may be more limited and general investor confidence is low .
• Liquidity risks, including the risk that JPMorganChase's liquidity ability to operate could be impaired by market-wide illiquidity or disruption, unforeseen constrained liquidity or capital requirements, the inability to sell assets, default by a significant market participant, unanticipated outflows of cash or collateral, or lack of market or customer confidence in JPMorganChase ; the dependence of JPMorgan Chase & Co. on the cash flows of its subsidiaries for funding ; and the potential adverse effects that any downgrade in any downgrades of JPMorganChase's credit ratings may could have on its liquidity and cost of funding.
• business activities, such as those related to including managing JPMorganChase's market-making positions and liquidity and capital levels , including reliance on timely data for informed decision-making
As part of its clearing services activities, JPMorganChase is exposed to the risk of nonperformance by its clients, which it seeks to mitigate by requiring clients to provide adequate collateral. JPMorganChase is also exposed to intra-day credit risk of its clients in connection with providing cash management, clearing, custodial and other transaction services to those clients . If such a client for which JPMorganChase provides these services becomes bankrupt or insolvent, JPMorganChase may incur losses, become involved in disputes and litigation with one or more CCPs, the client's bankruptcy estate and other creditors, or be subject to regulatory investigations. All of the foregoing events can increase JPMorganChase's operational and litigation costs, and JPMorganChase may suffer losses to the extent that any collateral that it has received is insufficient to cover those losses. could:
• appropriately assess and monitor principal investments made to enhance or accelerate JPMorganChase's business strategies
There can be no assurance JPMorganChase is subject to complex global financial reporting obligations that require continuous enhancements to disclosures in its financial statements and regulatory reports. JPMorganChase's disclosure and financial reporting controls and procedures will may not always be effective in every circumstance , or that and a material weakness or significant deficiency in internal control over financial reporting will not could occur. Any such significant lapse, weakness or deficiency could result in inaccurate financial reporting which, in turn, could:
• greater exposure in litigation, and Furthermore, government officials in the U.S. and other countries globally have demonstrated a willingness to bring increasingly brought criminal actions against financial institutions and have required that those institutions to plead guilty to criminal offenses or admit other wrongdoing in connection with resolving regulatory investigations or enforcement actions by governmental authorities . Resolutions of this type can These resolutions could have significant collateral consequences for the subject financial institution, including:
JPMorganChase routinely executes transactions with clients and counterparties such as corporations, financial institutions, asset managers, hedge funds, securities exchanges and government entities within and outside the U.S globally . Many of these transactions expose JPMorganChase to the credit risk of its clients and counterparties, and can involve JPMorganChase could incur losses and become involved in disputes and litigation if in connection with a default by a client or counterparty defaults . JPMorganChase can could also be subject to face losses or liability where if a financial institution that it has appointed to provide providing custodial services for client assets or funds becomes insolvent as a result of fraud or the failure to abide by existing laws and obligations, or where clients are unable to access assets held by JPMorganChase as custodian due to governmental actions or other factors .
• significant disruption of or loss of access to JPMorganChase's operations operational systems and those of its clients, customers and counterparties , including losing access to operational systems
JPMorganChase's performance and competitive position could be materially and adversely affected if it is unable to attract or retain qualified employees for its workforce or to devise and execute effective effectively manage succession planning for key leadership roles, such as the Chief Executive Officer, members of the Operating Committee and other senior leaders. In addition, restrictive immigration or travel policies in the U.S. and other countries could inhibit JPMorganChase's ability to attract and retain qualified employees, or necessitate adjustments to operating models that could reduce operational efficiency or increase costs.
Furthermore, borrowers may under-maintain or misrepresent the condition or existence of collateral, or at liquidation, collateral could be subject to competing claims, limiting JPMorganChase's ability to recover amounts owed, or disputes with counterparties concerning the valuation of collateral may could increase in times of during significant market stress, volatility or illiquidity , and . JPMorganChase could suffer losses during in these periods situations if it is unable to realize the fair value of collateral or to manage declines in the value of collateral.
All of these are The above factors could be affected by global economic, market and political events and conditions, including the regulatory environment, monetary policies , trade policies, and actions taken by central banks or other governmental authorities , as well as by the regulatory environment .
• maintain higher levels of capital and liquidity , or absorb increased capital and liquidity costs
• incur higher operational , compliance, capital and compliance liquidity costs
When resolving an investigation or enforcement action by a governmental authority, the subject financial institution typically must satisfy new or enhanced regulatory requirements or restrictions. If JPMorganChase fails to meet the requirements of any such resolution of a governmental investigation or enforcement action , or to maintain risk and control processes that meet the heightened standards and expectations of its regulators, it could be required to, among other things:
• enter into further resolutions of investigations or enforcement actions
• monetary policies and actions taken by the Federal Reserve and other central banks or governmental authorities , including changes in interest rate levels and any sustained large-scale asset purchases or , any suspension or reversal of those actions , and changes in interest rate levels
• investor, consumer and business sentiment , or confidence in the financial markets
Unfavorable market and economic conditions can have an adverse effect on could adversely affect JPMorganChase's wholesale businesses.
• financial incur losses
• distributed denial-of-service attacks intended to disrupt , sabotage or degrade service on JPMorganChase's systems and websites, including those that provide online banking and other services ,
• expose JPMorganChase to litigation, regulatory investigations by governmental authorities or regulatory fines penalties , penalties or other sanctions
• greater scrutiny from governmental authorities or regulatory bodies, or further criticism from politicians and other members of the public , including in the form of investigations by governmental or regulatory investigations authorities or litigation
The Parent Company, JPMorgan Chase & Co. , is a holding company that holds the stock of JPMorgan Chase Bank, N.A. and an intermediate holding company, JPMorgan Chase Holdings LLC (the " IHC "). The IHC in turn generally holds In addition to holding the stock of JPMorganChase's other JPMorganChase subsidiaries other than JPMorgan Chase Bank , N.A. and its subsidiaries. The the IHC also owns other assets and provides intercompany lending to the Parent Company. The Parent Company must contribute to the IHC substantially all the net proceeds that it receives from securities issuances.
JPMorganChase's business and operations rely on its ability, and the ability of key external parties, to maintain appropriately-staffed workforces, appropriate staffing and on the competence, trustworthiness, health and safety of employees.
JPMorganChase's growth prospects also depend on management's ability to develop and execute effective business plans to address these strategic priorities, both in the over near term and over longer time horizons. Management's effectiveness in this regard will affect JPMorganChase's ability to develop its resources, control expenses and return capital to shareholders. Each of these objectives could be adversely affected by any failure by management to:
• require JPMorganChase to structure its businesses, operations and systems in less efficient or more costly ways , including with respect to the local storage and processing of data .
• the financial services regulatory and supervisory framework in a particular jurisdiction may favor financial institutions that are based in that jurisdiction locally-based firms .
• a higher increased volume and complexity of cyber attacks against the backdrop during periods of heightened geopolitical tensions , and
• developing or maintaining models and other analytical and judgment-based estimations , including those that use machine learning or artificial intelligence
• a significant operational breakdown or failure, theft, fraud or other unlawful conduct by employees , or
• power utility or telecommunications failures , telecommunications or internet outages , or shutdowns of mass transit
The financial or operational failure of a significant market participant, such as a major financial institution or a CCP, or concerns about the creditworthiness or operational sustainability of such a one or more market participant or its ability to fulfill its obligations participants , can could cause substantial and cascading disruption within the financial markets, including in circumstances where coordinated action by multiple other market participants is required to address the failure or disruption problem . JPMorganChase's businesses could be significantly disrupted by such an event, particularly especially if it leads to other market participants incurring significant losses, experiencing liquidity issues or defaulting, and JPMorganChase is likely to have has significant interrelationships with, and credit exposure to, such a significant the faltering market participant , or if the event causes other market participants to default, incur significant losses or experience liquidity issues .
• refrain from engaging in forgoing business opportunities that it might otherwise pursue , or
• the continuing migration of technology systems of customer and client-facing services , including digital banking and other internet-based products, to the cloud, and modernization of those services
As a participant in the financial services industry, it is likely that JPMorganChase will continue to experience a high level of litigation and investigations by governmental authorities related to its businesses and operations. In addition, JPMorganChase could become subject to a significant regulatory investigation by governmental authorities and be unable to disclose specific information concerning that investigation to the public if such a disclosure would violate JPMorganChase's obligations under applicable rules and regulations law to maintain the confidentiality of confidential supervisory information , even if the resolution of that investigation could have a material adverse effect on JPMorganChase's business, operations, results or financial condition.
Furthermore, any expenses that JPMorganChase may incur costs in connection with disposing of assets, including excess properties, premises and facilities, and those costs or exiting businesses or products could be material to its results of operations.
• JPMorganChase's ability to effectively maintain challenges in maintaining and upgrade upgrading systems and infrastructure can become more challenging as the speed, frequency, volume, interconnectivity and complexity of transactions and other information flows continue to increase
Economic Adverse economic and market events and conditions can materially could negatively affect JPMorganChase's businesses results of operations and investment and market-making positions.
Because governmental Governmental policies in one jurisdiction may differ or conflict with those in other across jurisdictions, JPMorganChase may face which could lead to negative consequences for JPMorganChase regardless of the course of action that it takes or elects not to take, including:
• the imposition of fines penalties , penalties or other sanctions
• larger firms such as JPMorganChase are often subject to face more stringent supervision , and regulation and regulatory scrutiny
• Strategic risks, including the damage to JPMorganChase's competitive standing and results that could occur if management fails to develop and execute effective result from ineffective business strategies; risks associated with the significant and increasing competition that JPMorganChase faces; and the potential adverse impacts of climate change on the effectiveness JPMorganChase's business and operations and those of JPMorganChase's existing business strategies with respect to its operations, clients and customers.
• inflation, deflation , recession or recession employment
• the distribution of personal and household income distribution
• attempts by third parties to defraud JPMorganChase or and its clients and customers , which continue to increase, evolve and become more complex, and as well as increased volumes of these attempts during periods of market disruption or economic uncertainty , these attempts can be expected to further increase in volume
• appropriately address concerns of clients, customers, investors, employees , regulators and other stakeholders , including with respect to climate and other ESG matters
• disruption of global trade , including retaliatory countermeasures
• the termination of licenses or other permissions required to operate in the local market relevant jurisdiction, or the suspension of business relationships with governmental bodies entities, leading to lost revenue .
• deliver appropriate standards of service and quality, and to treat clients and customers fairly and with the appropriate standard of care
If The values and growth prospects of JPMorganChase's businesses could suffer and its earnings could decline if management makes strategic choices about these strategies and goals that prove to be incorrect, are based on incomplete, inaccurate or fraudulent information, do not accurately assess the competitive landscape and industry trends, or fail to address changing regulatory and market environments or the expectations of clients, customers, investors, employees and other stakeholders , then the franchise values and growth prospects of JPMorganChase's businesses may suffer and its earnings could decline .
• reduce reducing the liquidity that it can provide provides through its market-making activities
• increase concerns about whether the U.S. government will be funded , and will be able to service its outstanding debt serviced, at any particular time
Transactions with government governmental entities , including national, state, provincial, municipal and local authorities, can expose JPMorganChase to enhanced sovereign, credit, operational , legal and reputation risks. Government Governmental entities may , among other things, claim that actions taken by government officials were beyond the legal authority of those officials or repudiate transactions authorized by a previous incumbent government. These types of actions have in the past caused, and could in the future cause, JPMorganChase to suffer losses or hamper its ability to conduct business in the relevant jurisdiction. In addition, JPMorganChase could incur losses if applicable law limits its ability to resolve disputes and litigation when a client in that jurisdiction defaults or otherwise fails to make agreed-upon payments.
A reduction downgrade in JPMorganChase's credit ratings could curtail JPMorganChase's its business activities and reduce its profitability in a number of ways , including by :
• dispose disposing of certain assets, and do doing so at disadvantageous times or prices that are disadvantageous
• failure to detect weaknesses or shortcomings in operational systems that may not be detected in a timely manner
• the possibility that erroneous execution of funds transfers, capital markets trades or other transactions are executed erroneously
• pay incur additional regulatory penalties or enter into judgments, or
• other market risks that may not have been appropriately taken into account in the development adequately considered when developing , structuring or pricing of a financial instrument.
• Legal and Regulatory risks, including the impact that applicable laws, rules of extensive supervision and regulations in the highly-regulated and supervised financial services industry regulation , as well as changes to or in the application, interpretation or enforcement of those laws applicable law or executive branch actions , rules and regulations, can have on JPMorganChase's business and operations , including JPMorganChase incurring additional costs associated with assessments, levies or other governmental charges ; the ways in which differences in financial services regulation and supervision regulatory implementation in different jurisdictions or with respect to certain competitors can could negatively impact JPMorganChase's business; the ways in which governmental policies that discourage or penalize business relationships with clients in certain industries, or require specific business practices, can could negatively affect JPMorganChase's businesses; the penalties and collateral consequences, and higher compliance and operational costs, other repercussions that JPMorganChase may incur could face when resolving a regulatory investigation litigation or investigations by governmental authorities ; the ways in which less predictable legal and regulatory frameworks in certain jurisdictions can could negatively impact JPMorganChase's operations and financial results; and the losses that security holders and other unsecured creditors will absorb if JPMorganChase were to enter into a resolution.
• the technologies that it adopts or in which it invests, which may include new and currently unproven technologies, and
• the emerging need for more-skilled workers in an evolving labor and workplace environment, including due to changes in technology and
• actions by or at the direction of government governmental authorities or officials or agencies
• significant exposure to litigation and regulatory fines, penalties or other sanctions , and
• manipulate or destroy data
• regulatory intervention , or
• expose it to litigation or regulatory fines, penalties or other sanctions , and
Failure to effectively manage potential conflicts of interest or to satisfy fiduciary obligations can could result in litigation and enforcement actions , as well as damage JPMorganChase's reputation and cause reputational harm .
As a result of these arrangements, the ability of the Parent Company to make various payments is generally dependent on its receiving dividends from JPMorgan Chase Bank, N.A. and dividends and borrowings from the IHC . These limitations could affect the Parent Company's ability in order to:
Any failure by or inability of JPMorganChase to maintain the required level and composition of capital, any decision by JPMorgan Chase to use its regulatory buffers allowing capital ratios to decline below regulatory requirements or unfavorable changes in applicable capital requirements, could have an adverse impact on JPMorganChase's shareholders , such as by :
Similarly, challenging economic conditions that affect a particular industry or geographic area could lead to concerns about the credit quality of counterparties, borrowers or other obligors not only in that particular industry or geography but also in related or dependent industries, wherever located. These conditions could also heighten concerns about the ability of customers of JPMorganChase's consumer businesses who live in those areas or work in those affected industries or related or dependent industries to meet their obligations to JPMorganChase . JPMorganChase regularly monitors various segments of its credit and market risk exposures to assess the potential risks of concentration or contagion, but its ability to diversify or hedge its exposure against those risks may be limited.
The ability of JPMorgan Chase Bank, N.A. and the IHC to make payments to the Parent Company is also limited. JPMorgan Chase Bank, N.A. is subject to regulatory restrictions on its dividend distributions, as well as capital adequacy and requirements , such as relating to the Supplementary Leverage Ratio (" SLR "), and liquidity requirements and other regulatory restrictions on its ability to make payments dividends that it can pay to the Parent Company . The , and the IHC is prohibited from paying dividends or extending credit to the Parent Company if certain capital or liquidity thresholds are breached, or if limits are otherwise imposed by the Parent Company's management or Board of Directors.
• interruption of service from third-party service providers , including financial market infrastructures
• failure or perceived failure to comply with laws, rules or regulations by JPMorganChase or its clients, customers or counterparties of JPMorganChase , counterparties or by other parties, including newly-acquired businesses, companies in which JPMorganChase has made principal investments, parties to joint ventures with JPMorganChase , and vendors with which JPMorganChase does business . , to comply with applicable law
JPMorganChase may could suffer losses if the value of collateral declines in stressed market conditions .
A default by, or the financial or operational failure of, If a CCP through which JPMorganChase executes contracts suffers a financial or operational failure or otherwise defaults, JPMorganChase would require JPMorganChase be required to replace those the relevant contracts, thereby increasing which would increase its operational costs and potentially resulting result in losses. In addition, JPMorganChase can be exposed to losses if a member of a CCP in which JPMorganChase is also a member defaults on its obligations to the CCP because of , JPMorganChase could incur losses due to requirements that each member of the CCP absorb a portion of those losses. Furthermore, JPMorganChase can could be subject to bearing its share of non-default losses incurred by a CCP, including losses from custodial, settlement or investment activities or due to cyber or other security breaches.
• handle or use confidential information of customers or clients appropriately and in compliance with applicable data protection and privacy laws, rules and regulations law .
• the state of the U.S. and global economies .
The value of securities, derivatives and other financial instruments which that JPMorganChase owns or in which it makes markets can could be materially affected by market fluctuations. Market volatility, illiquid market conditions and other disruptions fluctuations in the financial markets may could make it extremely difficult to value certain financial instruments. Subsequent valuations of financial instruments in future periods, in light of factors then prevailing, may could result in significant changes in the value of these instruments. In addition, at the time when JPMorganChase disposes of any disposition of these a financial instruments instrument , the price that JPMorganChase ultimately it realizes will depend on the demand and liquidity in the market at the time of disposition, and that time and may price could be materially lower than their the current fair value of the instrument . Any of these factors could cause a decline in the value of financial instruments that JPMorganChase owns or in which it makes markets, which may could have an adverse effect on JPMorganChase's its results of operations. Furthermore, JPMorganChase's hedging and other risk management strategies may not always be effective, and it could incur significant losses, if extreme market events were to occur.
These types of differences Differences , inconsistencies and conflicts in applicable law related to financial services regulation have required and could in the future require JPMorganChase to:
• an outbreak outbreaks or escalation escalations of hostilities, or other geopolitical instabilities
JPMorganChase's businesses may business and operations could be negatively impacted affected by governmental policies that either discourage or penalize doing business with certain industries or that require specific business practices.
When credit spreads widen, it becomes more expensive for JPMorganChase to borrow. JPMorganChase's credit spreads may could widen or narrow not only in response due to events and circumstances that are specific to JPMorganChase but also as a result of general economic and geopolitical events and conditions. Changes in JPMorganChase's credit spreads will could negatively affect , positively or negatively, JPMorganChase's its earnings on certain liabilities, such as derivatives, that are recorded at fair value.
• levels and volatility of interest rates, credit spreads and or market prices for of currencies, debt and equity securities and commodities, as well as and the duration of any such changes , and
• financial loss to JPMorganChase outside of cyber insurance policy coverage, or losses to its clients, customers, counterparties or employees
• governmental authorities will be more likely to pursue bring formal enforcement actions and resolutions against JPMorganChase to the extent that if it has previously been subject to other governmental investigations or enforcement actions by governmental authorities .
A failure or perceived failure to appropriately address conflicts of interest or fiduciary obligations could result in customer dissatisfaction, litigation and regulatory fines penalties , penalties or other sanctions, and as well as heightened regulatory scrutiny and enforcement actions, all of which can could lead to lost revenue and , higher operating costs and cause serious reputational harm to JPMorganChase's reputation .
• increased regulatory and supervisory scrutiny
• the establishment of establishing locally-based intermediate holding companies or operating subsidiaries
JPMorganChase's businesses and results of operations may could be adversely affected by actions or initiatives by national, state or local governmental authorities or officials that:
• unexpected loss of deposits or higher than anticipated draws on lending-related commitments, and
• address obligations under its resolution plan, or
• increased operational costs , or
• provide fiduciary products or services in accordance with the applicable legal and regulatory standards law , or
An economic downturn or sustained changes in consumer behavior that results result in shifts in consumer and business spending could also have a negative impact on certain of JPMorganChase's wholesale clients, and thereby diminish JPMorganChase's earnings from its wholesale operations. For example, the businesses of certain of JPMorganChase's wholesale clients are dependent that rely on consistent streams of rental income from commercial real estate properties , including offices, which are owned or being built could be negatively affected by those clients. Sustained sustained adverse economic conditions or circumstances (such as hybrid work models could result in reductions in the rental cash flows ) that owners or developers receive from their tenants which, in turn, reduce tenancies. These types of developments could depress the property values of the properties , impair the ability of borrowers clients to service or refinance their commercial real estate loans and lead to an increase in foreclosures. These consequences could result in JPMorganChase experiencing increases an increase in the allowance for credit losses, higher delinquencies, defaults and charge-offs within its commercial real estate loan portfolio and incurring higher costs for servicing a larger volume of delinquent loans in that portfolio. An increase in foreclosures could also result in higher operational risk associated with JPMorganChase owning and managing real property, and any inadequacy in governance or control over the foreclosed properties could result in regulatory scrutiny and reputational harm.
An adverse change in market conditions in particular segments of the economy , such as a sudden and severe downturn in oil and gas prices or an increase in commodity prices, severe declines in commercial real estate values , or sustained changes in consumer behavior that affect specific economic sectors, could have a material adverse effect on clients of JPMorganChase whose operations or financial condition are directly or indirectly dependent on significantly impacted by the health or stability of those market segments or economic sectors, as well as clients that are engaged in related businesses. JPMorganChase could incur credit losses on its loans and other commitments to clients that operate in, or are dependent on significantly impacted by , any sector of the economy that is or comes under stress.
Some of the models and other analytical and judgment-based estimations used by JPMorganChase in for managing risks are subject to require regulatory review by, and require the approval of, JPMorganChase's regulators. These reviews are required before JPMorganChase may use those the models and estimations for calculating market risk RWA, credit risk RWA and operational risk RWA under Basel III. If JPMorganChase's models or and estimations are not approved by its regulators, it may could be subject to higher capital charges, which could adversely affect its financial results or limit the its ability to expand its businesses.
JPMorganChase can JPMorganChase's businesses could be negatively adversely affected if it fails to identify and address operational risks associated with the introduction of or changes to products, services and , delivery platforms or the adoption of new technologies.
Although not every form of disruption can be anticipated or defended against, JPMorganChase strives for resiliency or recovery in a range of scenarios in the event of a disruption, including due to the occurrence of an extraordinary event beyond its control. There can be no assurance that JPMorganChase's Firmwide resiliency framework will fully mitigate all potential resiliency risks to JPMorganChase, its clients and customers , and customers and the third parties , including service providers with which it does business, or that its the resiliency framework will be adequate able to anticipate or defend against every form of disruption or adequately address the effects of simultaneous occurrences of multiple or extended disruption events prolonged disruptions . In addition, JPMorganChase's ability to respond effectively to a disruption event could be hampered to the extent that the members of its workforce, physical assets, systems and other support infrastructure, or those of its third-party service providers, that are needed to address the event are geographically dispersed, or conversely, if such an event were to occur in an area in which they are concentrated. Further, should extraordinary events or the factors that cause or contribute to those events become more chronic, the disruptive effects of those events on JPMorganChase's business and operations, and on its clients, customers, counterparties and employees, could become more significant and long-lasting persistent .
• higher litigation costs and penalties, or Any of the foregoing consequences could materially and adversely affect JPMorganChase's businesses and results of operations.
During periods of market stress or illiquidity, JPMorganChase's credit risk may be further increased could increase when:
JPMorganChase can could be negatively affected by adverse changes in the financial condition of clients, counterparties, custodians CCPs and CCPs other market participants .
JPMorganChase may experience could incur unexpected losses if models , estimates or judgments and estimations used or applied in connection with its risk management activities or the preparation of its financial statements are inadequate or incorrect. For example, where quoted market prices are not available for certain financial instruments that require a determination of their fair value, JPMorganChase may make fair value determinations based on internally developed models or other means which ultimately rely to some degree on management estimates and judgment. In addition, JPMorganChase may experience increased uncertainty in its estimates the reliability of JPMorganChase's models and estimations could become more uncertain if assets acquired differ from those used to develop those models and estimations , which may lead to could also result in unexpected losses.
As JPMorganChase's interconnectivity with clients, customers and other external parties continues to expand, JPMorganChase increasingly faces which increases the risk of operational failure or cyber attacks with respect to the systems of those parties. Security breaches affecting JPMorganChase's clients or customers, or Any systems breakdowns or failures failure , security breaches breach, or human error or misconduct affecting other that affects clients, customers or external parties , may could require JPMorganChase to take steps to protect the integrity of its own operational systems or to safeguard confidential information, including restricting the access of its customers to their accounts. These actions can could increase JPMorganChase's operational costs and potentially diminish customer satisfaction and confidence in JPMorganChase.
JPMorganChase's results of operations can could be negatively affected by the occurrence or persistence of adverse changes in any of the following:
Changes in interest rates and credit spreads can could adversely affect JPMorganChase's earnings , or its liquidity or its and capital levels.
• Market risks, including the effects that unfavorable economic and market events and conditions, political developments, changes in interest rates and credit spreads, and market fluctuations can could have on JPMorganChase's consumer and wholesale businesses and its investment , investments and market-making positions and , as well as on JPMorganChase's its earnings and its liquidity and capital levels.
The development ability of JPMorganChase's management to develop and execution of execute effective business strategies by JPMorganChase's management , along with and the ability to anticipate and respond to shifts in the competitive environment, are critical to JPMorganChase's competitive standing and to achieving its strategic objectives. These strategies relate to:
JPMorganChase conducts existing and new business in certain countries, states, municipalities, territories and other jurisdictions in which the application of the rule of law is inconsistent, extralegal or less predictable, including with respect to:
• provoke retaliatory countermeasures by other countries and or otherwise heighten tensions in regulatory, enforcement trade or diplomatic relations
• cause JPMorganChase to refrain from engaging in forgo business opportunities that it might otherwise pursue.
In these circumstances, JPMorganChase could also become subject to other sanctions, or to prosecution or civil litigation with respect to the conduct matters that gave rise to an investigation or enforcement action. In addition, JPMorganChase can be subject to could incur higher costs or requests for additional capital in connection with the resolution of governmental when resolving investigations and enforcement actions involving newly-acquired businesses, companies in which JPMorganChase has made principal investments, parties to joint ventures with JPMorganChase, and vendors with which JPMorganChase does business.
JPMorganChase must comply with enhanced regulatory and other standards associated with when doing business with vendors and other service providers, including standards those relating to the outsourcing of functions as well as the performance of significant banking and other functions by subsidiaries . JPMorganChase incurs significant costs and expenses in connection with its initiatives to address the risks associated with oversight of its internal and external service providers . JPMorganChase's failure to appropriately assess and manage these relationships, especially those involving significant banking functions, shared services or other critical activities, could materially and adversely affect JPMorganChase. Specifically, any such failure could result in:
• requirements to maintain maintaining minimum amounts of capital or liquidity in locally-based subsidiaries
Disputes may could arise with counterparties to derivatives contracts with regard to concerning the terms, the settlement procedures or the value of underlying collateral. The disposition resolution of those disputes could cause JPMorganChase to incur losses, including unexpected transaction, operational and legal costs , or result in credit losses . These consequences can could also impair JPMorganChase's ability to effectively manage its credit risk exposure from its market activities, or cause reputational harm to JPMorganChase's reputation .
JPMorganChase has experienced security breaches due to cyber attacks in the past, and it is future breaches are inevitable that additional breaches will occur in the future . Any such breach could result in serious and harmful consequences for JPMorganChase or its clients and customers.
Political developments in the U.S. and other countries can could cause uncertainty in the economic environment and market conditions in which JPMorganChase operates its businesses . Certain governmental policy initiatives, as well as heightened geopolitical tensions, policies or actions could significantly affect U.S. and global economic growth and cause higher volatility in the financial markets, including:
• do business operate in the same geographic region, or
Furthermore, the widespread and expanding interconnectivity among financial institutions, clearing banks, CCPs, payments processors, financial technology companies, securities exchanges, clearing houses , financial messaging networks and other financial market infrastructures increases the risk that the disruption of an operational system involving one institution or entity , including due to a cyber attack, may could cause industry-wide operational disruptions that could materially affect JPMorganChase's ability to conduct business. In addition, the risks associated with the disruption of an operational system of a third party third-party could be exacerbated to the extent that if the services provided by that system are widely used by a significant number or proportion of market participants.
• targeted recruitment of JPMorganChase employees by competitors , and .
For example, a significant deterioration in the credit quality of a counterparty, borrower or other obligor could lead to concerns about the creditworthiness of other counterparties, borrowers or obligors parties in similar, related or dependent industries. This type of interrelationship could exacerbate JPMorganChase's credit, liquidity and market risk exposure and , potentially cause it to incur causing losses , including fair value losses in its market-making businesses and investment portfolios . In addition, JPMorganChase may could be required to increase the allowance for credit losses or establish other reserves with respect to certain clients, industries or country exposures in order to align with regulatory directives or expectations of its banking regulators .
• unfavorable media coverage or commentary in the media , including through social media campaigns
JPMorganChase's ability to manage Managing potential conflicts of interest is highly complex for JPMorganChase due to the its broad range of its business activities which encompass a variety of transactions, obligations and interests with and among JPMorganChase's clients and customers. JPMorganChase can become subject to could face litigation, enforcement actions , and heightened regulatory scrutiny, and its reputation can could be damaged, by the failure or perceived failure to:
If JPMorganChase experiences Any significant losses in its JPMorganChase's investment portfolio or from market-making activities , this could reduce JPMorganChase's its profitability and its liquidity and capital levels, and thereby constrain the growth of its businesses.
JPMorganChase's consumer businesses can could be negatively affected by adverse economic conditions and adverse impacts of governmental policies.
• the absence of a statutory , regulatory or regulatory interpretative basis or guidance for engaging in specific types of business or transactions
• increases in estimated stress losses as determined by the Federal Reserve under the Comprehensive Capital Analysis and Review CCAR , which could increase JPMorganChase's SCB.
• allocate capital in a manner that promotes long-term stability to enable JPMorganChase to build and invest in market-leading businesses , even in a highly stressed environment
• actions taken by the U.S. government or by the Federal Reserve to reduce its balance sheet, which may could reduce deposits held by JPMorganChase and other financial institutions
Any significant failure or disruption of JPMorganChase's business and operations or operational systems , or the occurrence of one or more extraordinary events that are beyond its control, could:
• mandate specific business practices that for companies operating in the relevant jurisdiction must adopt .
JPMorganChase is could be exposed to greater credit and market risk to the extent that if groupings of its clients or counterparties, or obligors on securities and other financial instruments:
• adequately address or appropriately disclose actual or potential conflicts of interest, including potential conflicts of interest those that may arise in connection with providing multiple products and services in, or having one or more investments related to, the same transaction
JPMorgan Chase & Co. and certain of its principal subsidiaries are rated by credit rating agencies . Rating agencies , which evaluate general, firm-specific and industry-specific factors when determining credit ratings for a particular financial institution , including:
• the inability, or extended delays in the ability, to fully recover and restore affected data that has been stolen, manipulated or destroyed , or the inability to prevent systems from processing fraudulent transactions
• Political risks, including the potential negative effects on JPMorganChase's businesses due to economic uncertainty or instability caused by resulting from political developments.
• adverse or unanticipated or adverse changes in depositor behavior, which could negatively affect JPMorganChase's broader asset and liability management strategy strategies , and
• cause it to incur losses or liabilities, including from loss of revenue, property damage to or loss of property , or injuries
• isolated or seemingly insignificant errors in operational systems that could compound, or migrate to other systems over time , to become becoming larger issues
In addition Furthermore , a third party third-party could misappropriate confidential information obtained by intercepting signals or communications from mobile devices used by JPMorganChase's employees.
• react quickly to changes in market conditions or market structures , or
Some of the countries in which where JPMorganChase conducts business have economies or markets that are less developed and more volatile or may have political, legal and regulatory regimes that are unpredictable or less established or predictable than other countries in which JPMorganChase operates . In addition, in some jurisdictions in which places where JPMorganChase conducts business, the local economy and business activities are subject to substantial government influence or control. Some of these countries have in the past experienced economic disruptions, including:
• requirements for the orderly resolution of financial institutions
• consumer and small business confidence levels , and
These economic, political, regulatory and social types of developments have in the past resulted in, and in the future could lead to, conditions that can could adversely affect JPMorganChase's operations in those the affected countries and impair the revenues, growth and profitability of those operations. In addition, any of these events or circumstances in one country can could affect JPMorganChase's operations and investments in another country or countries , including in the U.S.
• compliance practices, such as those relating to transaction monitoring, customer screening, blocking and rejecting transactions, recordkeeping or reporting
Any or all of these factors deficiencies could impair the JPMorganChase's ability of JPMorganChase to make sound business decisions, cause it to incur higher operational and compliance costs, result in operational breakdowns or failure to meet its regulatory requirements, negatively affect clients and customers, or lead to cause reputational harm.
JPMorganChase may need to raise funding from alternative sources if its access to stable and lower-cost sources of funding, such as deposits and borrowings from Federal Home Loan Banks, is reduced. Alternative sources of funding could be more expensive or limited in availability . JPMorganChase's funding costs could also be negatively affected by actions that JPMorganChase it may take in order to satisfy regulatory requirements, including those relating to :
• engage in similar or related businesses , or in businesses in related industries
JPMorgan Chase & Co. is a holding company and depends on the cash flows of its subsidiaries for funding to make payments on its outstanding securities.
• misappropriation of confidential information of JPMorganChase or that of its clients, customers, counterparties, employees , regulators or regulators other parties
• limit limiting the products and services that it offers
• the separation separating (or " ring fencing ") of core banking products and services from markets activities
• curtail other forgo business opportunities, including acquisitions or principal investments, that it otherwise would have pursued .
In connection with resolving specific regulatory investigations or enforcement actions, certain regulators governmental authorities have required JPMorganChase and other financial institutions to admit wrongdoing with respect to the activities that gave rise to the resolution. These types of admissions can could lead to negative consequences such as :
• losing loss of permission to operate certain businesses, either temporarily or permanently.
• the threat of enforcement actions, including under antitrust or other anti-competition laws, rules and regulations, and
• JPMorganChase does not have control over the cybersecurity of the systems of the large number of numerous clients, customers, counterparties and third-party service providers with which it does business , and .
• weaker competitive standing .
• maintaining and enhancing controls related to technology asset management and inventory systems to prevent the risk of undetected vulnerabilities that could undermine JPMorganChase's ability to operate an effective control process
• prohibitions or restrictions or prohibitions on doing business within a particular jurisdiction, or with governmental entities in a jurisdiction
In addition, advances Advances in technology, such as automation , AI and artificial intelligence data science , may could lead to workforce displacement. This could require JPMorganChase to invest in additional employee training, manage impacts on morale and retention, and compete for employment candidates who possess more advanced technological skills, all of which could have a negative impact on JPMorganChase's business and operations.
• Credit risks, including potential negative the effects from adverse changes in the financial condition of clients, customers, counterparties, custodians and central counterparties and other market participants ; the potential for losses due to declines in the value of collateral in stressed market conditions ; and potential negative impacts from concentrations of credit risk with respect to clients, customers, counterparties and other market participants.
• lead to business decisions that have negative outcomes for JPMorganChase
Similarly, JPMorganChase establishes an allowance for expected credit losses related to its credit exposures which requires significant judgments, including forecasts of how macroeconomic conditions might impair the ability of JPMorganChase's clients and customers to repay their loans or other obligations. These types of estimates and judgments may not prove to be accurate inaccurate due to a variety of factors, including when if the current and forecasted environments are significantly different from the historical environments upon which the models were developed. The increased Any heightened uncertainty associated with these estimates may necessitate a greater degree of judgment and analytics to inform any adjustments that JPMorganChase may make to model outputs than would otherwise be the case .
The impact of these actions could be accentuated in trading markets that are smaller, less liquid and more volatile than more-developed markets. These types of government actions can negatively affect JPMorganChase's operations in the relevant country, either directly or by suppressing the local business activities of local clients or multi-national clients that conduct business in the jurisdiction .
• attempts by third parties that may try to block the use of key technology solutions by claiming that the use infringes on their intellectual property rights.
The occurrence of one or more extraordinary events could also negatively impact the financial condition or creditworthiness of JPMorganChase's clients and customers, and could lead to an increase in delinquencies, additions to the allowance for credit losses and higher net charge-offs, which can could reduce JPMorganChase's earnings.
In addition, JPMorganChase's investment portfolio and market-making businesses can could suffer losses due to unanticipated market events and conditions , including:
JPMorganChase faces substantial legal and operational risks in related to the processing and safeguarding of personal information.
• delivery completion of regulatory reporting or internal or external financial reporting
• develop and enhance the operational, technology, risk, financial and managerial resources and capabilities necessary to grow and manage JPMorganChase's businesses.
• certain clients and customers ceasing doing to do business with JPMorganChase, and encouraging others to do so
• unforeseen events or conditions that may cause previously uncorrelated market factors to become correlated (and vice versa)
• have business profiles , models or strategies that could cause their ability to meet their obligations to be similarly affected by changes in economic conditions.
• requirements for executing or settling transactions on exchanges or through central counterparties (" CCPs "), or for depositing funds with other financial institutions or clearing and settlement systems , and
• increase increasing the prices that it charges for products and services, which could reduce the demand for them .
• collateral is liquidated at prices that are not sufficient insufficient to recover the full amount owed to it, or
• difficulty in challenges associated with competing in economies in which the government controls or protects all or a portion of the local economy or specific businesses, or where graft or corruption may be pervasive
• the methods, distribution channels and third party third-party service providers by or through which it offers products and services.
• counterparties are unable to post collateral , whether for operational or other reasons.
• it is possible that a third party third-party , after establishing a foothold on an internal network without being detected, may gain access to other networks and systems .
• detecting, escalating and effectively addressing effectively and in a timely manner any vulnerabilities that may be present either in internally-developed software or externally-provided software or services, including vulnerabilities that could allow the attackers to exploit unknown security flaws in software and hardware ( i.e., " zero-day vulnerabilities ")
• significant exposure to litigation, investigations by governmental authorities and penalties, and The extent of a particular cyber attack, the methods and tools used by various threat actors, and the steps that JPMorganChase may need to take to investigate the attack may not be immediately clear, and it may could take a significant amount of time before such an investigation can be completed. While such an investigation is ongoing, JPMorganChase may not necessarily know the full extent of the harm caused by the cyber attack, and that damage may could continue to spread. These factors may could inhibit JPMorganChase's ability to provide rapid, full and reliable information about the cyber attack to its clients, customers, counterparties and regulators, as well as the public. Furthermore, it may not be clear how best to contain and remediate the harm caused by the cyber attack, and certain errors or actions could be repeated or compounded before they are discovered and remediated. Any or all of these factors could further increase the costs and consequences of a cyber attack.
• their reliance on historical trends that may not persist in the future , including assumptions underlying the models and estimations such as correlations among certain market indicators or asset prices
• changes in the value of collateral such as residential real estate and vehicles , and
• constraining the amount of dividends that may can be paid on common stock, or
• the threat of regulatory investigations by governmental authorities , civil litigations or criminal prosecutions that are arbitrary or otherwise contrary to established legal principles in other parts of the world, and
• upgrading the coverage and capabilities of systems and controls to protect JPMorganChase and its clients and customers from the impact of distributed denial-of-service attacks, or to recover from outages that could be caused by a malware or ransomware attack
• disqualification from doing business with certain clients or customers, or in specific jurisdictions , or
Enhanced regulatory and other standards for the oversight of JPMorganChase's vendors and other service providers can could result in higher costs and other potential exposures.
A successful cyber attack affecting JPMorganChase could cause significant harm to JPMorganChase and its clients and customers.
• preventing unauthorized access and protecting against the misuse of access, including the maintenance and enhancement of controls related to secure software development practices and identity and access management, such as those including controls relating to the management of administrative access to systems
• identify and address any conflict of interest that a third party third-party with which it is does business may have with respect to a transaction involving JPMorganChase
• the implementation of tariffs and other protectionist trade policies
JPMorganChase's results may could be materially affected by market fluctuations and significant changes in the valuation of financial instruments.
JPMorganChase's ability to operate its businesses efficiently and profitably, to offer products and services that meet the expectations of its clients and customers, and to maintain an effective risk management framework is highly dependent on its ability to staff its operations appropriately and on the competence, trustworthiness, health and safety of its employees. JPMorganChase's businesses and operations similarly rely on the workforces of third parties, including employees of vendors, custodians and financial markets infrastructures, and of businesses that it may seek to acquire. JPMorganChase's businesses could be materially and adversely affected by:
Any deficiencies in JPMorganChase's data management processes, including with respect to the accuracy or completeness of data, the timeliness of data collection, the analysis or validation of data, or the safeguarding of data could undermine the reliability and effectiveness of its JPMorganChase's operations, including such as :
• the techniques used in cyber attacks evolve frequently and increase in sophistication, and therefore a cyber attack may not be recognized until launched or may go undetected for extended periods
The fees that JPMorganChase earns from managing client assets or holding assets under custody for clients could be diminished by declining asset values or other adverse macroeconomic conditions. For example, higher interest rates or a market downturn in financial markets could affect the valuation of client assets that JPMorganChase manages or holds under custody, which, resulting in turn, could affect JPMorganChase's lower revenue from fees that are based on the amount of assets under management or custody. Similarly, adverse macroeconomic or market conditions could prompt outflows from JPMorganChase funds or accounts, or cause clients to invest in products that generate lower revenue. Substantial and unexpected withdrawals from a JPMorganChase fund can could also hamper the investment performance of the fund, particularly if the outflows create the need for the fund to dispose of fund assets at disadvantageous times or prices, and could lead to further withdrawals based on the weaker investment performance.
• defaults or reduced ability to service sovereign debt , and
• providing services to clients and customers, including transaction processing, lending services, account management and customer support, or and
JPMorganChase's business and operations in certain countries can could be adversely affected by local economic, political, regulatory and social factors.
• integrating acquired businesses , including where system integration may be complex or may require extensive and lengthy remediation or enhancement of controls.
JPMorganChase's business and operational systems operations could be seriously disrupted, and its reputation could be harmed, by events or contributing factors that are wholly or partially beyond its control, including material instances of:
• sudden illiquidity in markets or declines in prices of certain loans and securities may could make it more difficult to value certain financial instruments
• offer products and services that meet changing expectations of clients and customers
Any rating reduction downgrade could also increase the credit spreads charged by the market participants for taking credit risk on JPMorgan Chase & Co. and its subsidiaries. This could, in turn, adversely affect the value of debt and other obligations of JPMorgan Chase & Co. and its subsidiaries.
The governments in these countries have sometimes reacted to these developments by imposing restrictive policies that adversely affect the local and regional business environment, such as:
• inability to sell assets, or to sell assets at favorable times or prices
• accept material regulatory restrictions on, or changes in the management of, its businesses.
If the Federal Reserve and the FDIC were both to determine that a resolution plan submitted by JPMorganChase has deficiencies, they could jointly impose more stringent capital, leverage or liquidity requirements , or restrictions on JPMorganChase's growth, activities or operations. The agencies banking regulators could also require that JPMorganChase restructure, reorganize or divest assets or businesses in ways that could materially and adversely affect JPMorganChase's operations and strategy.
• errors made by JPMorganChase or another market participant, whether inadvertent or malicious, which could cause widespread system disruption
• Country risks, including potential impacts on JPMorganChase's businesses from an outbreak or escalation of hostilities between countries or within a country or region; and the potential adverse effects of local economic, political, regulatory and social factors on JPMorganChase's business and revenues in certain countries in which it operates.
JPMorganChase's results or competitive standing could suffer if its management fails to develop and execute effective business strategies , and to anticipate changes affecting those strategies.
If JPMorganChase is unable to reduce positions effectively during a market dislocation, this can could increase both the market and credit risks associated with those positions and the level of risk-weighted-assets (" RWA ") that JPMorganChase holds on its balance sheet. These factors could adversely affect JPMorganChase's capital position, funding costs and the profitability of its businesses.
79 paragraphs split, merged or with only figures updated
The principal risk factors include:
•paying higher taxes or other governmental charges
•enforcement actions by governmental authorities
•the imposition of penalties
•become subject to penalties
Any such changes could result in JPMorganChase making changes to its legal entity structure or to certain of its internal or external activities, which could increase its funding or operational costs, or hamper its ability to serve clients and customers.
•suffer losses on its market-making positions or in its investment portfolio
•reduce its liquidity and capital levels
•increase the allowance for credit losses or recognize higher net charge-offs
•hamper its ability to deliver products and services to its clients and customers
•losses on underwriting exposures or increases in client-specific downgrades
All of these outcomes could adversely affect JPMorganChase’s earnings or its liquidity and capital levels, with more severe impacts in a prolonged period of high interest rates.
When credit spreads widen, it becomes more expensive for JPMorganChase to borrow.
•become involved in disputes and litigation with CCPs, the client’s bankruptcy estate and other creditors, or
All of the foregoing events could increase JPMorganChase’s operational and litigation costs, and JPMorganChase could suffer losses to the extent that the realized value of any collateral that it has received is insufficient to cover those losses.
More broadly, widespread defaults on consumer debt could lead to recessionary conditions in the U.S. economy, and JPMorganChase’s consumer businesses could earn lower revenues in such an environment.
JPMorganChase’s liquidity could be impacted by factors such as:
•liquidity and funding
JPMorganChase is subject to various regulatory capital requirements, and the amount of capital that it is required to hold under those requirements could increase at any given time due to factors such as:
•upgrade its systems on a regular and timely basis in line with technological advancements and evolving security requirements
•maintain the security and operational continuity of its systems, including by carefully managing any changes introduced to its systems
•prevent unauthorized access and the misuse of access to its systems, and
•adhere to applicable law relating to its systems, particularly in regions where JPMorganChase may face a heightened risk of malicious activity.
JPMorganChase has experienced and expects that it will continue to experience failures and disruptions in the stability of its operational systems, including:
•degraded performance of data processing systems
•disruptions of network connectivity
•disruptions in its ability to access and use the operational systems of third parties, and
•interruptions in service from third-party service providers.
These incidents have resulted in various negative effects for customers, including:
•the inability to access account information or transact through ATM, internet or mobile channels
•the exfiltration of customer personal data
There can be no assurance that these and other types of operational failures or disruptions will not occur in the future.
JPMorganChase also depends on its ability to access and use the operational systems of third parties, including:
•custodians
•other market participants, such as clearing and payment systems, CCPs and securities exchanges.
JPMorganChase experiences numerous cyber attacks on its computer systems, software, networks and other technology assets. Cyber attacks could take many forms, and may be designed to:
•appropriate oversight of third-party vendors in support of the secure development and maintenance of internal software and systems
•losses from fraudulent transactions
•restrict JPMorganChase from transferring information across national borders or sharing information among affiliates or with third parties such as vendors, thereby increasing compliance costs and operational risk
•health emergencies, or
•cause reputational harm.
•expose it to litigation and penalties, and
•cause reputational harm.
•maintain an effective risk management framework
•lending and other extensions of credit to consumers
•online automated algorithmic-based investment advice.
Any of these factors could materially and adversely affect JPMorganChase’s business and operations, results of operations, competitive position or reputation.
•armed conflict, or
Depending on the scope of the conflict, the hostilities could result in:
•changes in applicable law.
JPMorganChase’s efforts to hire and retain talented employees could be hindered by factors such as:
The following discussion sets forth the material risk factors that could affect JPMorganChase’s financial condition and operations. Readers should not consider any descriptions of these factors to be a complete set of all potential risks that could affect the Firm. Any of the risk factors discussed below could by itself, or combined with other factors, materially and adversely affect JPMorganChase’s business, results of operations, financial condition, capital position, liquidity, competitive position or reputation, including by materially increasing expenses or decreasing revenues, which could result in material losses or a decrease in earnings.
•Legal and Regulatory risks, including the impact of extensive supervision and regulation, as well as changes to or in the application, interpretation or enforcement of applicable law or executive branch actions, on JPMorganChase’s business and operations; the ways in which differences in regulatory implementation in different jurisdictions or with respect to certain competitors could negatively impact JPMorganChase’s business; the ways in which governmental policies that discourage or penalize business relationships with certain industries, or require specific business practices, could negatively affect JPMorganChase's businesses; the penalties and other repercussions that JPMorganChase could face when resolving litigation or investigations by governmental authorities; the ways in which less predictable legal and regulatory frameworks in certain jurisdictions could negatively impact JPMorganChase’s operations and financial results; and the losses that security holders and other unsecured creditors will absorb if JPMorganChase were to enter into a resolution.
•Legal and Regulatory risks, including the impact of extensive supervision and regulation, as well as changes to or in the application, interpretation or enforcement of applicable law or executive branch actions, on JPMorganChase’s business and operations; the ways in which differences in regulatory implementation in different jurisdictions or with respect to certain competitors could negatively impact JPMorganChase’s business; the ways in which governmental policies that discourage or penalize business relationships with certain industries, or require specific business practices, could negatively affect JPMorganChase's businesses; the penalties and other repercussions that JPMorganChase could face when resolving litigation or investigations by governmental authorities; the ways in which less predictable legal and regulatory frameworks in certain jurisdictions could negatively impact JPMorganChase’s operations and financial results; and the losses that security holders and other unsecured creditors will absorb if JPMorganChase were to enter into a resolution.
•Operational risks, including risks associated with JPMorganChase’s dependence on its operational systems and its employees, as well as the systems and employees of acquired businesses and external parties; the harm that could be caused by a successful cyber attack affecting JPMorganChase or by other extraordinary events; the adverse effects of failing to identify and address operational risks associated with the introduction of or changes to products, services and delivery platforms or technologies, as well as risks related to data management processes; risks related to safeguarding personal information; potential adverse effects of failing to comply with applicable standards for the oversight of vendors and other service providers; and risks associated with JPMorganChase’s risk management framework and control environment, its models and estimations and associated judgments used in its stress testing and financial statements, and controls over disclosure and financial reporting.
•Operational risks, including risks associated with JPMorganChase’s dependence on its operational systems and its employees, as well as the systems and employees of acquired businesses and external parties; the harm that could be caused by a successful cyber attack affecting JPMorganChase or by other extraordinary events; the adverse effects of failing to identify and address operational risks associated with the introduction of or changes to products, services and delivery platforms or technologies, as well as risks related to data management processes; risks related to safeguarding personal information; potential adverse effects of failing to comply with applicable standards for the oversight of vendors and other service providers; and risks associated with JPMorganChase’s risk management framework and control environment, its models and estimations and associated judgments used in its stress testing and financial statements, and controls over disclosure and financial reporting.
•Operational risks, including risks associated with JPMorganChase’s dependence on its operational systems and its employees, as well as the systems and employees of acquired businesses and external parties; the harm that could be caused by a successful cyber attack affecting JPMorganChase or by other extraordinary events; the adverse effects of failing to identify and address operational risks associated with the introduction of or changes to products, services and delivery platforms or technologies, as well as risks related to data management processes; risks related to safeguarding personal information; potential adverse effects of failing to comply with applicable standards for the oversight of vendors and other service providers; and risks associated with JPMorganChase’s risk management framework and control environment, its models and estimations and associated judgments used in its stress testing and financial statements, and controls over disclosure and financial reporting.
•Operational risks, including risks associated with JPMorganChase’s dependence on its operational systems and its employees, as well as the systems and employees of acquired businesses and external parties; the harm that could be caused by a successful cyber attack affecting JPMorganChase or by other extraordinary events; the adverse effects of failing to identify and address operational risks associated with the introduction of or changes to products, services and delivery platforms or technologies, as well as risks related to data management processes; risks related to safeguarding personal information; potential adverse effects of failing to comply with applicable standards for the oversight of vendors and other service providers; and risks associated with JPMorganChase’s risk management framework and control environment, its models and estimations and associated judgments used in its stress testing and financial statements, and controls over disclosure and financial reporting.
•Operational risks, including risks associated with JPMorganChase’s dependence on its operational systems and its employees, as well as the systems and employees of acquired businesses and external parties; the harm that could be caused by a successful cyber attack affecting JPMorganChase or by other extraordinary events; the adverse effects of failing to identify and address operational risks associated with the introduction of or changes to products, services and delivery platforms or technologies, as well as risks related to data management processes; risks related to safeguarding personal information; potential adverse effects of failing to comply with applicable standards for the oversight of vendors and other service providers; and risks associated with JPMorganChase’s risk management framework and control environment, its models and estimations and associated judgments used in its stress testing and financial statements, and controls over disclosure and financial reporting.
•Strategic risks, including the damage to JPMorganChase’s competitive standing that could result from ineffective business strategies; risks associated with the significant competition that JPMorganChase faces; and the potential adverse impacts of climate change on JPMorganChase’s business and operations and those of its clients and customers.
•Strategic risks, including the damage to JPMorganChase’s competitive standing that could result from ineffective business strategies; risks associated with the significant competition that JPMorganChase faces; and the potential adverse impacts of climate change on JPMorganChase’s business and operations and those of its clients and customers.
•increased exposure to litigation, or Furthermore, regulators or governmental authorities could adopt new interpretations of applicable law or supervisory expectations, and in certain circumstances, JPMorganChase could be required to demonstrate that prior conduct complies with these new interpretations. This situation could increase the risks associated with non-compliance and result in the imposition of penalties or enforcement actions. In addition, the business or operations of financial services firms such as JPMorganChase may be negatively affected by executive orders or other executive branch actions that seek to regulate those businesses or operations.
•greater exposure in litigation, and Furthermore, government officials globally have increasingly brought criminal actions against financial institutions and required those institutions to plead guilty to criminal offenses in connection with resolving investigations or enforcement actions by governmental authorities. These resolutions could have significant collateral consequences for the subject financial institution, including:
•it will be subject to heightened regulatory scrutiny and pervasive investigations and enforcement actions by governmental authorities, as well as criticism or litigation from clients or customers who claim that they have been harmed by actions taken by JPMorganChase in order to comply with applicable law
•accept material restrictions on, or changes in the management of, its businesses.
Federal Reserve rules require JPMorgan Chase & Co. (the “Parent Company”) to maintain minimum levels of unsecured external long-term debt and other loss-absorbing capacity with specific terms (“eligible LTD”) to recapitalize JPMorganChase’s operating subsidiaries if the Parent Company were to enter into a resolution either in a bankruptcy proceeding under Chapter 11 of the U.S. Bankruptcy Code, or in a receivership administered by the FDIC under Title II of the Dodd-Frank Act (“Title II”). If the Parent Company were to enter into a resolution, holders of eligible LTD, other unsecured creditors and holders of equity securities of the Parent Company will absorb the losses of the Parent Company and its subsidiaries.
Federal Reserve rules require JPMorgan Chase & Co. (the “Parent Company”) to maintain minimum levels of unsecured external long-term debt and other loss-absorbing capacity with specific terms (“eligible LTD”) to recapitalize JPMorganChase’s operating subsidiaries if the Parent Company were to enter into a resolution either in a bankruptcy proceeding under Chapter 11 of the U.S. Bankruptcy Code, or in a receivership administered by the FDIC under Title II of the Dodd-Frank Act (“Title II”). If the Parent Company were to enter into a resolution, holders of eligible LTD, other unsecured creditors and holders of equity securities of the Parent Company will absorb the losses of the Parent Company and its subsidiaries.
Federal Reserve rules require JPMorgan Chase & Co. (the “Parent Company”) to maintain minimum levels of unsecured external long-term debt and other loss-absorbing capacity with specific terms (“eligible LTD”) to recapitalize JPMorganChase’s operating subsidiaries if the Parent Company were to enter into a resolution either in a bankruptcy proceeding under Chapter 11 of the U.S. Bankruptcy Code, or in a receivership administered by the FDIC under Title II of the Dodd-Frank Act (“Title II”). If the Parent Company were to enter into a resolution, holders of eligible LTD, other unsecured creditors and holders of equity securities of the Parent Company will absorb the losses of the Parent Company and its subsidiaries.
•unexpected credit events, credit rating downgrades and large counterparty losses
High unemployment levels could reduce personal and household income, which could degrade consumer credit performance if consumers struggle to service their debts. Adverse economic conditions could also lead to an increase in delinquencies, an increase in the allowance for credit losses or higher net charge-offs, which could reduce JPMorganChase’s earnings. These consequences could be significantly worse if high levels of consumer debt, such as outstanding student loans, impair the ability of customers to pay their other consumer loan obligations, or in certain geographies where declining industrial or manufacturing activity has resulted in or could result in higher levels of unemployment. In addition, JPMorganChase’s earnings from its consumer businesses could be adversely affected if customer demand for the products and services offered by its consumer businesses is diminished by sustained low growth, low or negative interest rates, inflationary pressures, or recessionary conditions. Furthermore, governmental policies and actions, including those relating to pricing of products, taxation, medical insurance, education, immigration, and housing, or those that impact employment status, could reduce consumer disposable income and decrease JPMorganChase's earnings from its consumer businesses.
Furthermore, any significant and sustained deterioration in market conditions could reduce fee revenue due to lower transaction volumes, including when clients are unwilling or unable to refinance their outstanding debt obligations. Additionally, the profitability of JPMorganChase’s capital markets activities could be impacted if it needs to dispose of portions of credit commitments at a loss or hold larger residual positions in credit commitments that cannot be sold at favorable prices.
Higher interest rates could also negatively affect the payment performance on loans within JPMorganChase’s consumer and wholesale loan portfolios that are linked to variable interest rates. If borrowers of variable rate loans reduce or stop making payments at higher interest rates, JPMorganChase could incur losses as well as increased operational costs related to servicing a higher volume of delinquent loans. On the other hand, a low or negative interest rate environment could cause:
•disrupt, sabotage or degrade service on JPMorganChase’s systems and websites, including those that provide online banking and other services
•significant exposure to litigation, investigations by governmental authorities and penalties, and The extent of a particular cyber attack, the methods used by threat actors, and the steps that JPMorganChase may need to take to investigate the attack may not be immediately clear, and it could take a significant amount of time before such an investigation can be completed. While such an investigation is ongoing, JPMorganChase may not know the full extent of the harm caused by the cyber attack, and that damage could continue to spread. These factors could inhibit JPMorganChase’s ability to provide rapid, full and reliable information about the cyber attack to its clients, customers, counterparties and regulators, as well as the public. Furthermore, it may not be clear how best to contain and remediate the harm caused by the cyber attack, and certain errors or actions could be repeated or compounded before they are discovered and remediated. Any or all of these factors could further increase the costs and consequences of a cyber attack.
•natural disasters, severe weather conditions or the effects of climate change
•lead to non-compliance with applicable law, or attract heightened regulatory scrutiny
JPMorganChase’s growth prospects also depend on management’s ability to develop and execute effective business plans to address these strategic priorities, both over near term and longer time horizons. Management’s effectiveness in this regard will affect JPMorganChase’s ability to develop its resources, control expenses and return capital to shareholders. Each of these objectives could be adversely affected by any failure by management to:
The failure of any of JPMorganChase’s businesses to meet the expectations of clients and customers, whether due to general market conditions, under-performance, a decision not to offer a particular product or service, changes in client and customer expectations or other factors, could affect JPMorganChase’s ability to attract or retain clients and customers. Any of these impacts could, in turn, reduce JPMorganChase’s revenues. Increased competition also could require JPMorganChase to make additional capital investments in its businesses, or to extend more of its capital on behalf of its clients to remain competitive. Furthermore, regulatory uncertainty regarding new technologies, including inconsistent regulatory approaches within and across jurisdictions, could require JPMorganChase to modify or restrict its product and service offerings, incur higher operational or compliance costs or forgo business opportunities.
•deliver appropriate standards of service and quality, and to treat clients and customers fairly and with the appropriate standard of care
Item 1C. Cybersecurity.
1 paragraphs split, merged or with only figures updated
Refer to the Operational Risk Management section of Management's discussion and analysis on pages 153-156 146-149 for a discussion of cybersecurity risk.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
1 paragraphs split, merged or with only figures updated
Management's discussion and analysis of financial condition and results of operations, entitled " Management's discussion and analysis, " appears on pages 52-167 46-160 . Such information should be read in conjunction with the Consolidated Financial Statements and Notes thereto, which appear on pages 172-321 165-314 .
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
1 paragraphs split, merged or with only figures updated
Refer to the Market Risk Management section of Management's discussion and analysis on pages 141-149 133-142 for a discussion of quantitative and qualitative disclosures about market risk.