Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 13)*
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JPMorgan Private Markets Fund (Name of Issuer) |
Class I common shares of beneficial interest (Title of Class of Securities) |
48130F306 (CUSIP Number) |
Tyler Jayroe c/o J.P. Morgan Invest. Mgmt. Inc., 277 Park Ave New York, NY, 10172 212-270-6000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
10/30/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 48130F306 |
| 1 |
Name of reporting person
J.P. Morgan Investment Management Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
3,033,788.02 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
8.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IA, CO |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class I common shares of beneficial interest | |
| (b) | Name of Issuer:
JPMorgan Private Markets Fund | |
| (c) | Address of Issuer's Principal Executive Offices:
277 Park Avenue, New York,
NEW YORK
, 10172. | |
Item 1 Comment:
Explanatory Note This Amendment No. 13 to Schedule 13D ("Amendment No. 13") is being filed by J.P. Morgan Investment Management Inc. ("JPMIM" or the "Reporting Person") and amends and supplements the statement on Schedule 13D originally filed with the Securities and Exchange Commission on July 24, 2023, as amended by Amendment No. 1 filed with the Securities and Exchange Commission on September 20, 2023, as amended by Amendment No. 2 filed with the Securities and Exchange Commission o
n December 22, 2023, as amended by Amendment No. 3 filed with the Securities and Exchange Commission on March 21, 2024, as amended by Amendment No. 4 filed with the Securities and Exchange Commission on April 23, 2024, as amended by Amendment No. 5 filed with the Securities and Exchange Commission on July 2, 2024, as amended by Amendment No. 6 filed with the Securities and Exchange Commission on August 30, 2024; as amended by Amendment No. 7 filed with the Securities and Exchange Commission on October 31, 2024; as amended by Amendment No. 8 filed with the Securities and Exchange Commission on December 31, 2024; as amended by Amendment No. 9 filed with the Securities and Exchange Commission on March 4, 2025; as amended by Amendment No. 10 filed with the Securities and Exchange Commission on May 2, 2025; as amended by Amendment No. 11 filed with the Securities and Exchange Commission on July 2, 2025; as amended by Amendment No. 12 filed with the Securities and Exchange Commission on October 2, 2025 (as amended, the "Schedule 13D") related to the Class I common shares of beneficial interest (the "Class I Common Shares") of JPMorgan Private Markets Fund, a Delaware statutory trust (the "Issuer"). The Items below amend the information disclosed under the corresponding Items of the Schedule 13D as described below. Except as specifically provided herein, this Amendment No. 13 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D. | ||
| Item 2. | Identity and Background | |
| (a) | Item 2 of this Schedule 13D is being amended and supplemented to include an updated Annex A attached hereto as Exhibit 99.1. | |
| Item 4. | Purpose of Transaction | |
Item 4 of the Schedule 13D is hereby amended and supplemented to include the following: On October 1, 2025, Reporting Person's agreement to tender Class I Common Shares to the Issuer was accepted. On October 30, 2025, the number of shares being sold by the Reporting Person was fixed when the price per share was determined by the Issuer, following the determination of the Issuer's net asset value as of September 30, 2025. Specifically, the Issuer repurchased 1,152,472.05 shares from JPMIM pursuant to the tender offer for an aggregate sales price of approximately $20,000,000 or $17.3540 per Class I Common Share. The repurchase closed on October 30, 2025. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) of this Schedule 13D is hereby amended and restated as follows: The information set forth in the cover pages of this Schedule 13D is hereby incorporated by reference into this Item 5. As of the date hereof, JPMIM may be deemed to beneficially own an aggregate of 3,033,788.021 Class I Common Shares representing approximately 8.13% of the outstanding Class I Common Shares. The percentage of beneficial ownership in this Schedule 13D assumes that there are 37,319,431.595 Class I Common Shares outstanding as of the date hereof based on information received from the Issuer. | |
| Item 7. | Material to be Filed as Exhibits. | |
Exhibit 99.1 Annex A | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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