JPMorgan Chase : 2023 Insured Depository Institution Resolution Plan Public Filing

Introduction	3
Overview of Resolution Planning	5
JPMCB Material Entities	9
Description of Core Business Lines	12
Summary of Financial Information Regarding Assets, Liabilities, Capital and
	16
Major Funding Sources
Description of Derivative and Hedging Activities	28
Memberships in Material Payment, Clearing and Settlement Systems	30
Description of Foreign Operations	34
Material Supervisory Authorities	35
Principal Officers	36
Resolution Planning Corporate Governance	37
Description of Material Management Information Systems	38
Glossary	39

Defined terms are capitalized and may be found in the

Glossary beginning on page 40.

This document represents the Public Filing of the JPMorgan Chase Bank N.A., or JPMCB, insured depository institution resolution plan under the FDI Act. It is being filed pursuant to a FDIC Rule that requires insured depository institutions, referred to as IDIs, with assets of $50 billion or more, known as covered IDIs or CIDIs, to submit periodically to the FDIC a resolution plan under the FDI Act, which we refer to as the IDI Rule.

JPMCB, our CIDI, is a national banking association with U.S. branches in 48 states and Washington D.C. and is the principal bank subsidiary of JPMorgan Chase & Co., a financial holding company incorporated under Delaware law in 1968.

JPMorgan Chase & Co., which we refer to together with its subsidiaries as the Firm, is a leading global financial services firm based in the United States that has operations worldwide. The Firm had $3.7 trillion in assets and $292.3 billion in stockholders' equity as of December 31, 2022. 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 United States, and many of the world's most prominent corporate, institutional and government clients globally.

As part of its overall resolution and recovery planning activities, the Firm is required to develop and maintain a credible plan for its orderly resolution under the U.S. Bankruptcy Code in the event of material financial distress or failure without needing any extraordinary government support. On June 30, 2023, the Firm filed an updated version of this resolution plan with the Federal Reserve and the FDIC, pursuant to a requirement under Title I of the Dodd-Frank Wall Street Reform and Consumer Protection Act. A link to the public disclosure for that plan can be found here.

JPMC's Title I Resolution Plan describes the Firm's preferred strategy for how it would stabilize, or wind down in an orderly manner, the Firm's Material Legal Entities (including JPMCB), core businesses and operations in the event it experiences material financial distress without jeopardizing the economy or global financial markets and without requiring any extraordinary government assistance or taxpayer support. A critical element of the Title I Resolution Plan is the Firm's Single Point of Entry, or SPOE, resolution strategy, implemented through a secured Support Agreement and appropriate triggers and governance mechanisms, which would

Introduction

concentrate losses in the holding company and recapitalize the Firm's Material Legal Entities, including JPMCB, as necessary.

The Firm strongly believes the SPOE resolution strategy in its Title I Resolution Plan is the optimal approach to resolve the Firm and JPMCB in a resolution scenario. Pursuant to the IDI Rule, JPMCB's 2023 IDI Resolution Plan has been developed to provide alternative strategies to the FDIC should they elect or need to resolve JPMCB outside of the SPOE strategy under the FDI Act.

Consistent with the IDI Rule, JPMCB's 2023 IDI Resolution Plan provides a road map for how the bank's core businesses and operations could continue to operate until they are sold or wound down in an orderly manner by the FDIC under the FDI Act.

The FDIC has, by rule, guidance and through the supervisory process, prescribed the assumptions, required approach and scope for IDI resolution plans, including the requirements for this Public Filing. The 2023 IDI Resolution Plan described in this document includes a detailed description of actions that could be taken to enable the FDIC to execute a resolution of JPMCB in an FDI Act proceeding under a range of facts and circumstances. However, it is hypothetical, and not binding upon the Firm, JPMCB, a bankruptcy court, the FDIC or any other resolution, regulatory or supervisory authority.

JPMCB filed the confidential section of its 2023 IDI Resolution Plan with the FDIC on December 1, 2023. The 2023 IDI Resolution Plan is responsive to the IDI Rule and subsequent guidance, including the FDIC's June 25, 2021 Statement and related FAQs, and provides the FDIC with an overview of the strategies, capabilities and governance necessary to enact their resolution of JPMCB under the FDI Act if required.

This Public Filing provides an expanded overview of:

• the IDI Resolution Strategy;
• key information about JPMCB's material entities and core business lines, or CBLs;
• summary financial information;
• material supervisory authorities and principal officers of JPMCB;
• resolution planning corporate governance; and
• material management information systems.

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Introduction

We believe that our 2023 IDI Resolution Plan provides a credible pathway that should enable the FDIC to resolve JPMCB under the IDI Rule and the Statement in a manner that:

• maximizes the proceeds, to the extent possible, received from the sales of JPMCB's respective assets and businesses;
• limits losses to be borne by the Deposit Insurance Fund;
• minimizes the amount of time the FDIC must manage the IDI in receivership all while ensuring access to insured deposits for customers within a maximum of two business days and
• facilitates the continuity of Critical Services and key personnel.

On May 1, 2023, JPMCB acquired the substantial majority of assets and assumed the deposits and certain other liabilities of the former First Republic Bank from the FDIC. The Firm believes that the Acquisition is complementary to the Firm's existing franchises. JPMCB continues to convert certain operations, and to integrate clients, products and services associated with the Acquisition, to align with the Firm's businesses and operations. The financial information and other disclosures contained in this Public Filing are as of December 31, 2022 and do not reflect the Acquisition. However, given that the Acquisition is complementary to our existing lines of business, we determined that its execution does not require a change to either our IDI Resolution Strategy or our 2023 IDI Resolution Plan. For further information on the Firm's view of the impact of the Acquisition, see the Summary of Financial Information Regarding Assets, Liabilities, Capital and Major Funding Sources section of this Public Filing.

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Overview of Resolution Planning

It is essential for systemically important financial institutions to be resolvable in an orderly and transparent manner. The Firm has dedicated significant resources over the past decade to support its resolvability, including the resolvability of JPMCB. These efforts have focused on the prudent management of the Firm's liquidity and capital resources to support ongoing business needs and minimize the risk of financial distress. These efforts have also included the development of contingency plans, playbooks and governance structures to support the execution of the Firm's and JPMCB's various recovery and resolution plans.

Resolution planning is part of the Firm's and JPMCB's wider contingency and stress testing efforts. Contingency planning revolves around the development of actionable options to restore capital and liquidity, governance frameworks for plan assessment and execution and continual challenges and testing to support our ability to act.

In the event that these contingency plans, including the execution of the recovery plans, are not successful in restoring capital and liquidity resources to appropriate levels or maintaining market confidence, the Firm has developed a Title I Resolution Plan with our preferred SPOE resolution strategy to support an orderly and rapid resolution of the Firm and all of its Material Legal Entities, including JPMCB, under the U.S. Bankruptcy Code. As required by the FDIC, we have also developed this separate 2023 IDI Resolution Plan to facilitate an orderly resolution of JPMCB should the FDIC instead elect to resolve JPMCB under the FDI Act.

Title I Resolution Plan and Strategy

The Firm filed its 2023 Title I Resolution Plan on June 30, 2023. The public section of the 2023 Title I Resolution Plan provides more information about the Firm's approach to resolution planning, including the Firm's resolution strategies, governance, processes and related financial and operational analyses.

The Firm believes that its Title I Preferred Resolution Strategy, as documented within its 2023 Title I Resolution Plan, continues to be a credible resolution strategy for the Firm and that it is operationally prepared to successfully execute that SPOE strategy. Under the SPOE, if the Firm were to reach a point of non-viability, it would take the necessary steps for its parent company, JPMorgan Chase & Co., to file for and commence bankruptcy proceedings while also ensuring that all of the Key Operating Entities, including JPMCB, remain open, funded, capitalized and operating outside of bankruptcy proceedings.

While the Firm believes it can be satisfactorily resolved under a range of scenarios, the Firm continues to focus

on providing meaningful optionality and flexibility with respect to its capital and liquidity resources, divestiture options, strategies and operational capabilities to support the execution of an SPOE resolution, all without relying on taxpayer or extraordinary government funding or creating broader risks to U.S. financial stability. The Firm has focused on further developing an implementation plan around its Title I Preferred Resolution Strategy and has embedded resolvability factors into business-as- usual decision making and processes.

The Firm's ongoing business simplification initiatives include merging and eliminating legal entities, adhering to its legal entity principles and framework, automating or enhancing the efficiency of various management reporting systems and processes and simplifying inter- affiliate connectivity.

The Firm has demonstrated that it has a deep and experienced management team with crisis credentials and a crisis management framework informed most recently by the Firm's experience during the spring of 2023 bank failures. The Firm believes that it would have the strategy, resources, expertise, talent and fortitude to resolve itself in the highly unlikely event that it became necessary to execute on the Firm's Title I Preferred Resolution Strategy.

JPMCB IDI Resolution Strategy

In the unlikely event that the Firm could not be resolved pursuant to its Title I Preferred Resolution Strategy, JPMCB could be resolved through the FDIC's exercise of its receivership and bridge bank powers under the FDI Act, should the FDIC choose to pursue that option. The IDI Rule specifically requires larger banks to prepare bank-only resolution plans under the FDI Act that assume that the bank has failed and enable the FDIC to resolve the IDI in a manner that:

• ensures that depositors receive access to their insured deposits within one business day of the IDI's failure (two business days if the failure occurs on a day other than Friday);
• maximizes the net present value return from the sale or disposition of the IDI's assets; and
• minimizes the amount of any loss realized by creditors in the resolution.

The 2023 IDI Resolution Plan has been designed to meet these objectives by leveraging many of the contingency plans, governance frameworks and analyses created in support of our Title I planning. In doing so, the 2023 IDI Resolution Plan provides the FDIC with additional

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optionality should it elect to exercise its powers under the FDI Act.

The 2023 IDI Resolution Plan meets the requirements of the IDI Rule as well as the requirements in the Statement. The Statement discusses the FDIC's modified approach to implementing the IDI Rule for certain CIDIs, including JPMCB, as well as information regarding certain content requirements and exemptions. In addition, the Statement incorporates certain aspects of prior guidance and feedback provided to those CIDIs, with all other guidance and feedback superseded by the Statement. The combination of the IDI Rule and the Statement requires JPMCB's 2023 IDI Resolution Plan to focus on how the FDIC could resolve JPMCB in a proceeding under the FDI Act through a variety of divestiture and liquidation transactions. Pursuant to the guidance, the 2023 IDI Resolution Plan for JPMCB describes how it could be resolved in an FDI Act proceeding through a series of transactions through which the bank's deposit franchise, CBLs and major assets are sold to multiple acquirers or liquidated.

On August 29, 2023 the FDIC issued a Notice of Proposed Rulemaking proposing to revise certain IDI resolution planning requirements under the IDI Rule. Comments on this notice were due November 30, 2023 and the proposed changes have not been finalized or implemented by the FDIC as of the date of this submission. Because the rulemaking process remains ongoing, the 2023 IDI Resolution Plan addresses how JPMCB meets the requirements under the current IDI Rule and the Statement.

JPMCB's IDI Resolution Strategy contains meaningful optionality in accordance with the Statement. Although JPMCB's IDI Resolution Strategy contemplates a Severely Adverse scenario, with JPMCB being put into FDIC receivership, we have carefully evaluated and analyzed JPMCB's assets and all of its businesses as potential divestiture opportunities and believe that there would be many alternatives available to the FDIC in an actual resolution event.

To support the FDIC's readiness to resolve JPMCB under the FDI Act in the event of JPMCB's insolvency, the IDI Resolution Strategy contemplates a bridge bank strategy in which the FDIC would transfer virtually all of JPMCB's assets and liabilities, including insured deposits, to a newly-chartered bridge bank, leaving behind only unsecured debt in the receivership estate. The bridge bank would continue to operate all of JPMCB's businesses.

Upon transfer to the bridge bank, the monetization of JPMCB's investment portfolio could be used to meet insured deposit withdrawals. Concurrent with these

Overview of Resolution Planning

activities, the IDI Resolution Strategy contemplates the divestiture of JPMCB's CBLs and major assets in a series of transactions designed to maximize their value. We refer to this process as the Multiple Acquirer Strategy.

Analysis of Divestiture Options

In connection with the 2023 Title I Resolution Plan, the Firm's CIB Advisory team conducted a new analysis to identify the best approach for separating the Firm's various lines of business, sub-lines of business, portfolios and assets in resolution or recovery into the most attractive sale, spin-off or IPO candidates, irrespective of organizational structure. Based on that analysis, the team identified 21 Firmwide Objects of Sale and three Firmwide Objects of Unwind, two of which are in scope for this 2023 IDI Resolution Plan.

The Firm leveraged this work to analyze the ways in which these divestiture strategies can be used to support the resolution of JPMCB under its IDI Resolution Strategy. The analysis resulted in the identification of JPMCB's Franchise Components, which represents JPMCB's CBLs and major assets that can be divested in an orderly and rapid manner for the benefit of JPMCB's depositors and creditors.

Under its IDI Resolution Strategy JPMCB would further leverage the work undertaken by the Firm under its Title I resolution planning to enable the divestiture of one or more of its Franchise Components in a timely and orderly manner while ensuring continuity of operations. The strategy encompasses work conducted by teams across the Firm with significant business involvement to ensure a tailored and robust approach to divestiture under a wide range of potential divestiture scenarios. The strategies developed at a Firmwide level have been tailored and refined to reflect their possible execution for JPMCB's Franchise Components, with such analysis focused on an impact assessment specific to JPMCB. The divestiture strategy for the Franchise Components is core to the Multiple Acquirer Strategy and forms part of the 2023 IDI Resolution Plan.

Consistent with the approach for the Firm's Objects of Sale and Objects of Unwind, the divestiture strategy for these Franchise Components is founded on achieving three key goals:

• ensuring meaningful optionality;
• promoting actionability; and
• supporting separability and minimizing obstacles.

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As part of the Firm's Title I resolution planning, each of the Objects of Sale analyses, including the related Divestiture Playbooks and the Data Rooms, were updated as of December 31, 2022. The public section of the Firm's 2023 Title I Resolution Plan provides more information on the Firm's methodology and approach to its Objects of Sale. The 2023 IDI Resolution Plan contains further analysis related to JPMCB's Franchise Components, including the proposed sequencing of divestiture and liquidation options and obstacles to divestiture specific to JPMCB.

JPMCB has developed the capabilities and processes to support the timely and orderly divestiture of its Franchise Components that could be effectuated by the FDIC including:

• a fully developed process for identifying Franchise Components;
• a detailed description of the process JPMCB uses to value CBLs (including franchise value) and asset portfolios and key drivers of value for each component;
• a list of potential acquirers, including the rationale for why the acquisition is attractive strategically and/or financially for the acquirer;
• potential obstacles to divestiture, including a detailed analysis of the structural and operational challenges related to the divestiture and associated mitigants;
• the obstacles to separation and transfer of the Franchise Components;
• the time required to execute each divestiture;
• the proposed sequencing for the divestiture to maximize value and minimize impact across other Franchise Components;
• any prerequisite actions required for the divestitures and time required for each action; and
• an analysis of the disposition of the Objects of Unwind.

The Firm believes that acting upon these identified divestiture opportunities, coupled with other management actions taken to increase liquidity and capital, should accomplish the primary objectives of the IDI Rule.

Overview of Resolution Planning

Figure 1 summarizes the Firm's Objects of Sale and Objects of Unwind, which have also been identified as Franchise Components of JPMCB.

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Overview of Resolution Planning

Figure 1. JPMCB Franchise Components

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JPMCB's main office is located in Columbus, Ohio, and it has U.S. branches in 48 states and Washington, D.C. as of December 31, 2022. JPMCB operates nationally as well as through non-U.S. bank overseas branches and subsidiaries, representative offices and subsidiary foreign banks. JPMCB either directly or through such branches, subsidiaries and offices offers a wide range of banking services to its U.S. and non-U.S. customers including 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, JPMCB serves millions of customers, predominantly in the U.S. and many of the world's most prominent corporate, institutional and government clients globally. JPMCB's principal operating subsidiaries outside of the U.S. are J.P. Morgan Securities plc and J.P. Morgan SE, which are based in the U.K. and Germany, respectively.

Figure 2. Material Entities

JPMCB Material Entities

A Material Entity is a company that is significant to the activities of a critical service or core business line of JPMCB. For IDI resolution planning purposes, JPMCB has identified 15 Material Entities, including nine that are legal entities and six that are branches. Our parent company JPMorgan Chase & Co., is considered a Material Entity because of its role in providing funding to JPMCB. The Material Entities and their organizational structure are set out in Figure 2. Figure 3 illustrates the jurisdiction and chain of ownership and entity type for each Material Entity. Figure 4 lists and provides a brief description of the Material Entities in our 2023 IDI Resolution Plan.

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JPMCB Material Entities

Figure 3. Jurisdiction, Chain of Ownership and Entity Type for Each Material Entity

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