01—Abstract
Summary
Summary of the 8-K filed May 7, 2026. Cited figures are marked; the original filing is the authoritative source.
JPMorgan Chase & Co. (JPM) has filed an 8-K report detailing the issuance of new preferred stock and associated depositary shares.
On May 7, 2026, the company completed the sale of 300,000 shares of its 6.100%a Fixed-Rate Reset Non-Cumulative Preferred Stock, Series PP. These shares were represented by 3,000,000 depositary shares, each representing a one-tenth interest. This issuance was conducted under the company's effective Registration Statement on Form S-3 and aims to further diversify its capital structure.
The Series PP Preferred Stock carries a fixed dividend rate of 6.100% and has a liquidation preference of $10,000b per share. A key characteristic is its non-cumulative dividend feature, meaning missed dividend payments are not carried forward.
Furthermore, the terms of this preferred stock impose restrictions on the company's ability to pay dividends or make distributions on its common stock or junior preferred stock if it fails to declare dividends on the Series PP Preferred Stock for a completed dividend period. Investors should note that the full rights and preferences are detailed in the Certificate of Designations filed with the Delaware Secretary of State.
02—Key points
Key Highlights
- JPM completed the issuance and sale of 300,000 shares of 6.100% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series PP.
- These preferred shares are represented by 3,000,000 depositary shares, with each depositary share representing a one-tenth interest.
- The Series PP Preferred Stock has a liquidation preference of $10,000 per share.
- Dividends on this preferred stock are non-cumulative, meaning any missed payments are not carried over.
- The terms of the Series PP Preferred Stock include restrictions on JPM's ability to pay common stock or junior preferred stock dividends if preferred dividends are not declared.
- The issuance was made pursuant to JPM's effective Registration Statement on Form S-3 (File No. 333-285537).
- The filing includes exhibits detailing the Certificate of Designations, the Deposit Agreement, and forms of related securities.
03—Questions
Frequently Asked Questions
What type of securities did JPM issue?
JPM issued 300,000 shares of its 6.100% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series PP. These shares were converted into 3,000,000 depositary shares, each representing a one-tenth interest in a share of preferred stock.
What is the dividend rate and nature of the preferred stock?
The Series PP Preferred Stock has a fixed dividend rate of 6.100% per annum. Importantly, the dividends are non-cumulative, meaning if JPM does not declare a dividend for a specific period, that dividend is forfeited and will not be paid later.
What are the implications of the 'non-cumulative' feature and dividend restrictions?
The non-cumulative nature means investors could forfeit dividend payments if JPM chooses not to declare them. Furthermore, the terms state that if JPM fails to declare dividends on the Series PP Preferred Stock, it will be restricted from paying dividends or distributions on its common stock or any preferred stock that ranks equally or junior to the Series PP Preferred Stock.
What is the liquidation preference of this preferred stock?
The Series PP Preferred Stock has a liquidation preference of $10,000 per share. This means that in the event of liquidation, holders of this preferred stock are entitled to receive $10,000 per share, plus any declared and unpaid dividends, before any distribution is made to common stockholders or junior preferred stockholders.
04—Continue