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Purchase of Stock
Information on how JPMorgan Chase common stock is purchased under the plan, and your rights as a shareholder, is provided below.
How Shares Are Purchased
If you participate in the Employee Stock Purchase Plan, your payroll deductions are accumulated and held in a non-interest bearing account. On the first New York Stock Exchange trading day of February, May, August, and November, the money in your account is used to purchase JPMorgan Chase common stock on your behalf.
The number of shares purchased depends on:
  • How much money is in your account; and
  • The purchase price of the stock.
You pay only 95% of the average of the high and low sales prices of JPMorgan Chase common stock on the purchase date. In other words, you receive a 5% discount on the average purchase price of JPMorgan Chase common stock. You will not pay any broker's fees, so your savings are even greater. For example, suppose the lowest sales price on the date of purchase is $35.00, and the highest sales price is $35.80. The discounted price for plan participants is 95% of the average amount ($35.40), or $33.63.
JPMorgan Chase directly provides the shares you purchase from the authorized but unissued shares of its common stock, as well as shares that have been previously issued and reacquired. The shareholders have authorized 30 million shares to be purchased under the plan.
Transaction Restrictions
Certain employees may be restricted from making transactions in JPMorgan Chase securities except during quarterly window periods. You will be notified directly if you are affected by this policy.
Often, the money in your account will not be sufficient to buy full shares of stock. The plan will purchase as many full shares as possible and will then use any remaining money in your account to buy fractions of shares.
An Example
Here's an example of how the purchase of stock through the plan works. First, assume you've elected to contribute $25 per pay period to the plan. Next, assume your account balance as of the purchase date is $150 (deductions from six pay periods). Finally, assume that the purchase price for that quarter is $33.63 per share. In this example, 4.4603 shares would be purchased on your behalf.
$150 ÷ $33.63 = 4.4603 shares
Purchase Date
The purchase date of stock under the plan is the first day of February, May, August, and November on which trading is conducted on the New York Stock Exchange.
Stock Ownership
When you buy stock through the Employee Stock Purchase Plan, you become a shareholder. Shareholders are the owners of JPMorgan Chase, and you would have the same rights as any other shareholder. However, stock certificates are not issued to you unless you request a withdrawal. The shares bought on your behalf are credited to your account, and the shares are registered in the nominee's name by the custodian, Mellon Investor Services.
You may request that certificates be issued for all or some of the full shares held in your account at any time. (Certificates are not issued for fractional shares.) To do so, follow the instructions on the reverse side of your account statement from Mellon Investor Services. Your request will be processed as soon as administratively possible.
For information on shareholder voting rights, please see "Voting Rights" below.
Reinvestment of Dividends
A benefit of stock ownership is your entitlement to dividends. Each company determines the amount, if any, of the dividends to be paid to the shareholders, and how often. Dividends on JPMorgan Chase common stock are declared at the discretion of the Board of Directors. The amount each shareholder receives depends on the amount of the dividend per share and the number of shares each shareholder owns.
You will not receive cash dividends, if any, on your stock in your plan account. Your participation in the Employee Stock Purchase Plan is your authorization to have any dividends on the shares credited to your account reinvested by purchasing more stock at the plan's discounted rate. Only dividends on stock held in your account on the record date (as specified by the Board of Directors of JPMorgan Chase) are eligible for this feature. Any regular dividends paid on the shares in your account will be used to purchase additional shares of JPMorgan Chase common stock at a 5% discount. Any declared dividends currently are paid at the end of the month in January, April, July, and October and are used to purchase shares on the first trading day of the following month.
Maximum Shares
Under federal law and plan rules, the maximum number of shares you can purchase annually is equal to $25,000 divided by the fair market value share price on the first New York Stock Exchange trading day in January. The maximum number of shares includes both shares purchased by your after-tax payroll contributions, as well as the shares purchased by reinvested dividends. Under the Internal Revenue Code, the plan may also be required to limit the total number of shares that may be purchased by all eligible employees. If these restrictions affect you, you'll be notified.
Voting Rights
As a shareholder, you'll have the right to vote on issues presented at the annual shareholders' meeting or any other shareholder meeting at which the holders of JPMorgan Chase common stock are entitled to vote. You'll receive information and a proxy ballot by mail, along with instructions for returning your ballot by mail, by phone, or by the Internet (whichever you choose). Your voting rights correspond to the number of shares you own.