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JPMorgan Chase Financial Company LLC is offering Auto Callable Accelerated Barrier Notes linked individually to the Nasdaq-100 (NDX), Russell 2000 (RTY) and S&P 500 (SPX) indices. The notes are unsecured, unsubordinated obligations of JPMorgan Chase Financial and are fully and unconditionally guaranteed by JPMorgan Chase & Co. Key commercial terms are still preliminary and will be finalized on or about July 28 2025, with settlement expected on July 31 2025 and maturity on August 2 2028.

• Automatic call feature: If on any non-final Review Date (July 31 2026 or July 28 2027) the closing level of each index is at or above 100 % of its Initial Value, the notes will be redeemed early for $1,000 plus the applicable Call Premium Amount (鈮� 12.55 % or 鈮� 25.10 %).
• Upside participation at maturity: If not called and all three indices finish above their Initial Values on the final Review Date, investors receive 1.50脳 the percentage gain of the worst-performing index (uncapped).
• Barrier protection: 70 % of Initial Value for each index. If any index closes below its barrier on the final Review Date, principal is reduced one-for-one with the decline of the worst performer, exposing investors to losses up to 100 %.
• Indicative economics: Estimated value today is $945.30 per $1,000 note (minimum 鈮� $900.00), reflecting selling commissions (鈮� $30) and structuring/hedging costs included in the $1,000 issue price.
• Liquidity & credit: The notes will not be listed; secondary prices depend on JPMS bid. Payment is subject to the credit of both the issuer and guarantor.

Investors forgo periodic coupons and dividends, face potential early redemption that caps upside, and assume index, market-volatility, credit and liquidity risks as detailed in the extensive 鈥淪elected Risk Considerations.鈥�

Canadian Imperial Bank of Commerce (CM) is offering US$26.85 million of Accelerated Return Notes (ARNs) linked to the iShares U.S. Aerospace & Defense ETF (ITA). The notes are senior, unsecured obligations that expose holders to CIBC鈥檚 credit risk and the market performance of ITA over an approximately 14-month term (pricing date: June 26 2025; maturity: August 28 2026).

Key economic terms

• Principal: US$10 per unit; 2,684,947 units issued.
• Participation Rate: 300% of any positive price return.
• Capped Value: US$11.29 per unit, limiting maximum gain to 12.90%.
• Downside: 1-to-1 exposure; investors can lose up to 100% of principal if ITA declines.
• Initial estimated value: US$9.655 (鈮�3.45% below issue price) due to underwriting discount (US$0.175) and hedging cost (US$0.05).
• No periodic coupons, no early redemption, and no exchange listing; liquidity will be limited to dealer bid-offer.

Risk highlights

• Full downside exposure and capped upside create an unfavorable risk-reward profile compared with direct ETF ownership.
• Credit risk of CIBC: any payment depends on the bank鈥檚 ability to meet its obligations.
• Valuation friction: internal funding rate and hedging costs depress fair value; secondary prices likely below issue price.
• Sector concentration: ITA鈥檚 top three holdings equal 44.03% of fund weight, heightening single-stock impact.

Investor profile: Suitable only for investors who 1) expect a modest rise in ITA, 2) can tolerate full principal loss, 3) do not need income or dividends, and 4) accept limited liquidity.

Morgan Stanley Finance LLC, guaranteed by Morgan Stanley, is marketing a five-year structured note titled Worst-of RTY, SPX & INDU Buffered PLUS due 08/02/2029.

• Underlying indices: Russell 2000 (RTY), S&P 500 (SPX) and Dow Jones Industrial Average (INDU). Return is based solely on the worst-performing index.
• Upside participation: investors receive 150-160% of any positive performance of the worst underlier; the illustrative table shows a +20 % move would pay $1,300 on a $1,000 note.
• Downside protection: a 10 % buffer shields losses up to -10 %. Beyond that, investors lose one-for-one, exposing them to as much as a 90 % loss.
• No periodic coupons; payment occurs only at maturity (08/02/2029) based on the observation date (07/30/2029).
• Estimated value: $932.10 per $1,000 note (卤$45), reflecting issuing, structuring and hedging costs.
• Credit considerations: repayment depends on Morgan Stanley’s credit; MSFL is a finance subsidiary with no independent assets.
• Liquidity & valuation: securities will not be listed, secondary trading may be limited, and prices may differ from the issuer’s model-based estimated value.
• Key risks: worst-of exposure, market volatility, credit spread movements, tax uncertainty and potential conflicts of interest by the affiliated calculation agent.

The offering is made under Registration Statement Nos. 333-275587 and 333-275587-01. Full terms, risks and tax considerations are detailed in the preliminary pricing supplement (link provided) and related prospectus materials.

Form 4 snapshot 鈥� Couchbase, Inc. (BASE)

Filed on 06/27/2025, the Form 4 reports that Huw Owen, Couchbase鈥檚 SVP & Chief Revenue Officer, sold 15,873 shares of common stock on 06/25/2025. The weighted-average sale price was $24.2771, with individual trades executed between $24.11 and $24.34. The sale was carried out under a Rule 10b5-1 trading plan adopted on 09/30/2024.

After this transaction, Owen鈥檚 directly held stake decreased to 377,820 shares. No derivative security transactions were reported, and there were no acquisitions of additional shares.

The filing contains no financial performance data, but it does confirm that Owen remains an officer of the company. Investors often watch insider activity for sentiment cues; the pre-planned nature of the trade may temper interpretations of the sale.

Form 144 Notice of Proposed Sale filed for Couchbase (NASDAQ: BASE) indicates a planned sale of 15,873 shares of common stock with an aggregate market value of $387,459.93. The securities were acquired through Restricted Stock Units from the issuer on June 16, 2025.

The sale will be executed through Morgan Stanley Smith Barney LLC on the NASDAQ exchange, with an approximate sale date of June 25, 2025. The total outstanding shares are reported at 54,084,446.

Recent trading activity by the same seller (Huw Owen) includes:

• June 20, 2025: 10,716 shares sold for $261,899.04
• June 16, 2025: 23,290 shares sold for $443,341.45
• March 28, 2025: 15,938 shares sold for $245,846.84

This Form 144 filing represents the seller's declaration that they are unaware of any material adverse non-public information regarding Couchbase's operations.

Haveli Investments and affiliated entities have filed a Schedule 13D/A regarding their 9.6% ownership stake (5,195,601 shares) in Couchbase. The filing discloses a significant development: Couchbase has entered into a merger agreement with Cascade Parent Inc. on June 20, 2025.

Key terms of the merger include:

• Shareholders will receive $24.50 per share in cash
• Vested RSU awards will be converted to cash at the merger price
• Unvested RSU awards will be converted to cash rights subject to original vesting conditions
• PSU awards will be performance-certified and treated similarly to RSUs

The reporting persons include Haveli Investments L.P., Haveli Cascade Aggregator entities, Haveli Software Management LLC, and Brian N. Sheth. All reporting persons share voting and dispositive power over the shares. This represents Amendment No. 2 to their original Schedule 13D filed on March 27, 2025.

Insider Trading Alert: William Robert Carey, Interim CFO & CAO of Couchbase (BASE), has executed a sale of 1,321 shares of common stock on June 20, 2025, at a price of $25 per share. Following this transaction, Carey retains direct ownership of 92,443 shares.

The transaction was conducted under a pre-established Rule 10b5-1 trading plan, which was adopted by Carey on June 27, 2024. This type of plan provides a structured approach to insider trading that complies with SEC regulations by establishing predetermined trading parameters.

• Transaction Type: Sale of Common Stock
• Execution Method: Rule 10b5-1 Trading Plan
• Total Transaction Value: $33,025
• Ownership Form: Direct

Director Lynn M. Christensen of Couchbase reported a sale of 167 shares of Common Stock at $24.44 per share on June 20, 2025. The transaction was executed under a Rule 10b5-1 trading plan established on October 1, 2024.

Following the transaction, Christensen continues to hold 11,820 shares directly. The Form 4 filing indicates this was a planned sale as part of a predetermined trading schedule, demonstrating compliance with insider trading regulations.

• Transaction Type: Sale (S)
• Ownership Type: Direct (D)
• Total Value of Transaction: $4,081.48
• Trading Plan: Executed under Rule 10b5-1

Couchbase (BASE) Chair, President, and CEO Matthew M. Cain reported a significant insider sale transaction on June 20, 2025. The executive sold 63,600 shares at a weighted average price of $24.2503 per share, with individual trade prices ranging from $24.06 to $24.49.

The transaction was executed under a pre-established Rule 10b5-1 trading plan adopted by Cain on October 3, 2024, demonstrating planned portfolio management rather than reactive selling. Following the sale, Cain continues to hold 888,747 shares directly.

This insider sale represents a notable transaction by the company's top executive, though the maintenance of a substantial position suggests continued confidence in the company. The sale was conducted in compliance with SEC regulations and properly disclosed within the required reporting timeframe.