Sec Form 4 Filing - DIMON JAMES @ JPMORGAN CHASE & CO - 2020-05-04

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person DIMON JAMES 2. Issuer Name and Ticker or Trading Symbol JPMORGAN CHASE & CO [ JPM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman & CEO (Last) (First) (Middle) 383 MADISON AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 05/04/2020 (Street) NEW YORK, NY10179-0001 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 05/13/2020 G V 123,339 A ( 1 ) $ 0 2,026,485 I By Family Trusts Common Stock 05/14/2020 G V 27,588 A ( 1 ) $ 0 143,388 I By LLC ( 2 ) Common Stock 05/04/2020 G V 150,927 D ( 1 ) $ 0 190,439 ( 3 ) I By Spouse's GRATs Common Stock 463,273 ( 4 ) D Common Stock 7,897.3535 I By 401(k) Common Stock 4,538,116 ( 5 ) I By GRATs Common Stock 690,879 ( 6 ) I By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other DIMON JAMES 383 MADISON AVENUE NEW YORK, NY10179-0001 X Chairman & CEO Signatures /s/ David K.F. Gillis under POA 05/22/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Upon termination of a Grantor Retained Annuity Trust, 150,927 shares were transferred to beneficiaries on May 4, 2020. A total of 150,927 shares were transferred from beneficiaries to Insider's Family Trusts and LLC, on May 13, 2020 and May 14, 2020, respectively. ( 2 )Reporting person disclaims beneficial ownership of such shares except to the extent of any pecuniary interest. ( 3 )Balance reflects a) 202,755 shares transferred from his Spouse's Grantor Retained Annuity Trust to the Reporting Person on May 1, 2020, pursuant to an agreement entered into on November 15, 2019, under the terms of the Grantor Retained Annuity Trust; and b) 249,149 shares transferred from a Grantor Retained Annuity Trust to the Grantor on May 4, 2020. These transfers are exempt from Section 16 pursuant to Rule 16a-13. ( 4 )Balance reflects (a) 202,755 shares transferred from his Spouse's Grantor Retained Annuity Trust to the Reporting Person on May 1, 2020, pursuant to an agreement entered into on November 15, 2019, under the terms of the Grantor Retained Annuity Trust; b) 1,610,891 shares transferred from a Grantor Retained Annuity Trust to the Grantor on May 11, 2020; and c) 1,982,371 shares transferred from the Grantor for funding of a Grantor Retained Annuity Trust on May 13, 2020. These transfers are exempt from Section 16 pursuant to Rule 16a-13. ( 5 )Balance reflects a) 1,610,891 shares transferred from a Grantor Retained Annuity Trust to the Grantor on May 11, 2020 and b) 1,982,371 shares transferred from the Grantor for funding of a Grantor Retained Annuity Trust on May 13, 2020. These transfers are exempt from Section 16 pursuant to Rule 16a-13. ( 6 )Balance reflects 249,149 shares transferred from a Grantor Annuity Retained Trust to the Grantor on May 4, 2020. This transfer is exempt from Section 16 pursuant to Rule 16a-13.

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