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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): October 15, 2019
 
JPMorgan Chase & Co.
(Exact name of registrant as specified in its charter)
 
Delaware
1-5805
13-2624428
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. employer
identification no.)
 
 
 
 
 
383 Madison Avenue,



New York,
New York
 
 
10179
(Address of principal executive offices)
 
 
(Zip Code)
Registrant’s telephone number, including area code: (212270-6000
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock
JPM
The New York Stock Exchange
Depositary Shares, each representing a one-four hundredth interest in a share of 5.45% Non-Cumulative Preferred Stock, Series P
JPM PR A
The New York Stock Exchange
Depositary Shares, each representing a one-four hundredth interest in a share of 6.125% Non-Cumulative Preferred Stock, Series Y
JPM PR F
The New York Stock Exchange
Depositary Shares, each representing a one-four hundredth interest in a share of 6.10% Non-Cumulative Preferred Stock, Series AA
JPM PR G
The New York Stock Exchange
Depositary Shares, each representing a one-four hundredth interest in a share of 6.15% Non-Cumulative Preferred Stock, Series BB
JPM PR H
The New York Stock Exchange
Depositary Shares, each representing a one-four hundredth interest in a share of 5.75% Non-Cumulative Preferred Stock, Series DD
JPM PR D
The New York Stock Exchange
Depositary Shares, each representing a one-four hundredth interest in a share of 6.00% Non-Cumulative Preferred Stock, Series EE
JPM PR C
The New York Stock Exchange
Alerian MLP Index ETNs due May 24, 2024
AMJ
NYSE Arca, Inc.
Guarantee of Callable Step-Up Fixed Rate Notes due April 26, 2028 of JPMorgan Chase Financial Company LLC
JPM/28
The New York Stock Exchange
Guarantee of Cushing 30 MLP Index ETNs due June 15, 2037 of JPMorgan Chase Financial Company LLC
PPLN
NYSE Arca, Inc.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

1



Item 7.01 Regulation FD Disclosure
On October 15, 2019, JPMorgan Chase & Co. (“JPMorgan Chase” or the “Firm”) held an investor presentation to review 2019 third quarter earnings.
Exhibit 99 is a copy of slides furnished for, and posted on the Firm’s website in connection with, the presentation. The slides are being furnished pursuant to Item 7.01, and the information contained therein shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities under that Section. Furthermore, the information contained in Exhibit 99 shall not be deemed to be incorporated by reference into the filings of the Firm under the Securities Act of 1933.
This Current Report on Form 8-K (including the Exhibit hereto) contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of JPMorgan Chase’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. Factors that could cause JPMorgan Chase’s actual results to differ materially from those described in the forward-looking statements can be found in JPMorgan Chase’s Annual Report on Form 10-K for the year ended December 31, 2018, and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2019 and June 30, 2019, which have been filed with the Securities and Exchange Commission and are available on JPMorgan Chase’s website (https://jpmorganchaseco.gcs-web.com/financial-information/sec-filings) and on the Securities and Exchange Commission’s website (www.sec.gov). JPMorgan Chase does not undertake to update any forward-looking statements.
 









Item 9.01 Financial Statements and Exhibits

(d)    Exhibit
 
 
 
Exhibit No.
 
Description of Exhibit
 
 
 
99
 
101
 
Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language).
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).


2



SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
JPMorgan Chase & Co.
(Registrant)


By:
/s/ Nicole Giles
 
Nicole Giles
 
Managing Director and Firmwide Controller
 
(Principal Accounting Officer)


Dated:
October 15, 2019


3
3Q19 Financial Results October 15, 2019


 
3Q19 Financial highlights ROTCE1 Common equity Tier 12 Net payout LTM3 18% 12.3% 98%  3Q19 net income of $9.1B and EPS of $2.68  Record managed revenue of $30.1B4  Expense of $16.4B and managed overhead ratio of 55%4  Balance sheet  Average total loans flat YoY and down 1% QoQ – Average total loans excluding loan sales in Home Lending up 3% YoY and flat QoQ  Average deposits up 5% YoY and 1% QoQ  Basel III CET1 capital of $188B2 and Standardized CET1 ratio of 12.3%2  Delivered strong capital return to shareholders  $9.6B5 distributed to shareholders in 3Q19, including $6.7B of net repurchases  Common dividend of $0.90 per share 1 See note 2 on slide 10 2 Represents the estimated common equity Tier 1 (“CET1”) capital and ratio for the current period. See note 6 on slide 10 3 Last twelve months (“LTM”). Net of stock issued to employees 4 See note 1 on slide 10 1 5 Net of stock issued to employees


 
3Q19 Financial results1 $B, except per share data $ O/(U) 3Q19 2Q19 3Q18 Net interest income $14.4 ($0.2) $0.3 Noninterest revenue 15.7 0.7 1.9 1 Managed revenue $B 3Q19 2Q19 3Q18 30.1 0.5 2.2 Net charge-offs $1.4 $1.4 $1.0 Expense Reserve build/(release) 0.1 (0.3) (0.1) 16.4 0.1 0.8 Credit costs Credit costs $1.5 $1.1 $0.9 1.5 0.4 0.6 Reported net income 3Q19 Tax rate $9.1 ($0.6) $0.7 Effective rate: 20.4% Net income applicable to common stockholders Managed rate: 25.1%1,5 $8.6 ($0.6) $0.7 Reported EPS $2.68 ($0.14) $0.34 2 3Q19 ROE O/H ratio 15% 16% 14% ROE CCB 32% 51% ROTCE2,3 CIB 13% 57% 18 20 17 CB 16% 40% 1,2 Overhead ratio – managed AWM 24% 73% 55 55 56 Memo: Adjusted expense 4 $16.4 $0.1 $0.8 Memo: Adjusted overhead ratio 1,2,4 55% 55% 56%  Firmwide total credit reserves of $14.4B  Consumer reserves of $9.1B – net build of $51mm  Wholesale reserves of $5.3B – net build of $92mm Note: Totals may not sum due to rounding 1 See note 1 on slide 10 2 Actual numbers for all periods, not over/(under) 3 See note 2 on slide 10 2 4 See note 3 on slide 10 5 Reflects fully taxable-equivalent (“FTE”) adjustments of $723mm in 3Q19


 
Fortress balance sheet and capital $B, except per share data 3Q19 2Q19 3Q18 Basel III Standardized1 CET1 capital $188 $189 $185 3Q19 Advanced CET1 capital ratio of 13.1%1 12.3% 12.2% 12.0% Tier 1 capital $215 $216 $211 Tier 1 capital ratio 14.1% 14.0% 13.6% Total capital $243 $244 $238 Total capital ratio 15.9% 15.8% 15.4% Risk-weighted assets $1,528 $1,545 $1,545 Firm SLR2 6.3% 6.4% 6.5% Total assets (EOP) $2,765 $2,727 $2,615 Tangible common equity (EOP)3 $190 $190 $185 Tangible book value per share3 $60.48 $59.52 $55.68 1 Estimated for the current period. See note 6 on slide 10 2 Estimated for the current period. Represents the supplementary leverage ratio (“SLR”) 3 See note 2 on slide 10 3


 
Consumer & Community Banking1 $mm Financial performance $ O/(U)  Net income of $4.3B, up 5% YoY; revenue of $14.3B, up 7% 3Q19 2Q19 3Q18  Higher NIR driven by Home Lending production and auto lease Revenue $14,259 $426 $969 volumes, and higher NII in Card and CBB Consumer & Business Banking 6,688 (109) 303  Expense of $7.3B, up 4% YoY, predominantly driven by investments 2 Home Lending 1,465 347 159 in the business and higher auto lease depreciation, partially offset Card, Merchant Services & Auto 6,106 188 507 by expense efficiencies and lower FDIC charges Expense 7,290 128 308 Credit costs 1,311 191 331  Credit costs of $1.3B, up $331mm YoY Net charge-offs (NCOs) 1,261 (59) 181  Card: higher NCOs; $200mm reserve build vs. $150mm in 3Q18 Change in allowance 50 250 150  Home Lending: $100mm reserve release vs. $250mm in 3Q18 Net income $4,273 $99 $187  Business Banking: $50mm reserve release Key drivers/statistics ($B)3 Key drivers/statistics ($B) – detail by business Equity $52.0 $52.0 $51.0 3Q19 2Q19 3Q18 ROE 32% 31% 31% Consumer & Business Banking Overhead ratio 51 52 53 Business Banking average loans $24.2 $24.3 $24.1 Average loans $459.5 $467.2 $479.6 Business Banking loan originations 1.6 1.7 1.6 Average deposits 694.0 690.9 674.2 Client investment assets (EOP) 337.9 328.1 298.4 Active mobile customers (mm) 36.5 35.4 32.5 Deposit margin 2.47% 2.60% 2.43% Debit & credit card sales volume $282.2 $281.5 $259.0 Home Lending Average loans $213.4 $224.7 $242.9 4  Average loans down 4% YoY Loan originations 32.4 24.5 22.5 EOP total loans serviced 774.8 780.1 798.6  Average deposits up 3% YoY Net charge-off/(recovery) rate5 (0.09)% (0.06)% (0.21)%  Active mobile customers up 12% YoY Card, Merchant Services & Auto Card average loans $158.2 $153.7 $146.3  Client investment assets up 13% YoY Auto average loans and leased assets 83.1 83.6 83.2 Auto loan and lease originations 9.1 8.5 8.1  Credit card sales up 10% YoY Card net charge-off rate 2.95% 3.24% 2.91%  Merchant processing volume up 11% YoY Card Services net revenue rate 11.40 11.48 11.50 Credit Card sales volume6 $193.6 $192.5 $176.0 1 See note 1 on slide 10 Merchant processing volume 380.5 371.6 343.8 For additional footnotes see slide 11 4


 
Corporate & Investment Bank1 $mm Financial performance $ O/(U)  Net income of $2.8B, up 7% YoY; revenue of $9.3B, up 6% 3Q19 2Q19 3Q18  Banking revenue Revenue $9,338 ($303) $533 Investment banking revenue 1,871 95 140  IB revenue of $1.9B, up 8% YoY, reflecting higher fees in debt Treasury Services 1,101 (34) (82) and equity underwriting, partially offset by lower advisory fees Lending 329 (8) (2) – Ranked #1 in Global IB fees Total Banking 3,301 53 56  Treasury Services revenue of $1.1B, down 7% YoY, with Fixed Income Markets 3,557 (133) 713 deposit margin compression partially offset by fee growth and Equity Markets 1,517 (211) (78) higher balances Securities Services 1,034 (11) (23) Credit Adjustments & Other (71) (1) (135)  Markets & Securities Services revenue 6,037 (356) 477 Total Markets & Securities Services  Markets revenue of $5.1B, up 14% YoY Expense 5,348 (139) 173 Credit costs 92 92 134 – Fixed Income Markets revenue of $3.6B, up 25% compared Net income $2,809 ($126) $183 to the prior year which reflected less favorable market conditions Key drivers/statistics ($B)2 – Equity Markets revenue of $1.5B, down 5% compared to a strong prior year, reflecting lower revenues in derivatives, Equity $80.0 $80.0 $70.0 partially offset by higher Cash Equities ROE 13% 14% 14% Overhead ratio 57 57 59  Securities Services revenue of $1.0B, down 2% YoY, with Comp/revenue 29 28 27 deposit margin compression largely offset by organic growth IB fees ($mm) $1,981 $1,846 $1,823  Expense of $5.3B, up 3% YoY, driven by higher volume- and Average loans 127.4 132.0 122.7 revenue-related expenses and investments, largely offset by Average client deposits3 471.3 458.2 434.8 Assets under custody ($T) 25.7 25.5 24.4 lower legal expense and FDIC charges 4 ALL/EOP loans ex-conduits and trade 1.33% 1.27% 1.27%  Credit costs of $92mm, largely driven by reserve builds on select 4 Net charge-off/(recovery) rate 0.13 0.23 (0.14) emerging market client downgrades Average VaR ($mm) $38 $44 $33 1 See note 1 on slide 10 For additional footnotes see slide 11 5


 
Commercial Banking1 $mm Financial performance $ O/(U)  Net income of $937mm, down 14% YoY 3Q19 2Q19 3Q18  Revenue of $2.2B, down 3% YoY Revenue $2,207 ($4) ($64) Middle Market Banking 903 (36) (32)  Net interest income of $1.6B, down 5% YoY, driven by lower Corporate Client Banking 739 30 (10) deposit margin, partially offset by higher deposit balances Commerical Real Estate Banking2 547 9 (15)  Gross IB revenue of $700mm, up 20% YoY, driven by higher 2 Other 18 (7) (7) equity underwriting and M&A activity Expense 881 17 28 – YTD gross IB revenue of $2.1B, up 12% YoY Credit costs 67 38 82 Net income $937 ($59) ($152)  Expense of $881mm, up 3% YoY, predominantly driven by investments in the business, largely offset by lower FDIC charges Key drivers/statistics ($B)3  Credit costs of $67mm Equity $22.0 $22.0 $20.0  Net charge-off rate of 9bps ROE 16% 17% 21% Overhead ratio 40 39 38  Average loan balances of $208B, flat both YoY and QoQ Gross IB Revenue ($mm) $700 $592 $581  C&I5 flat both YoY and QoQ Average loans 208.2 207.5 207.2  CRE5 up 1% YoY and flat QoQ Average client deposits 172.7 168.2 168.2 Allowance for loan losses 2.8 2.8 2.6  Average client deposits of $173B, up 3% YoY Nonaccrual loans 0.7 0.6 0.5 Net charge-off/(recovery) rate4 0.09% 0.03% (0.03)% ALL/loans4 1.32 1.32 1.28 1 See note 1 on slide 10 For additional footnotes see slide 11 6


 
Asset & Wealth Management1 $mm Financial performance $ O/(U)  Net income of $668mm, down 8% YoY 3Q19 2Q19 3Q18  Revenue of $3.6B, flat YoY Revenue $3,568 $9 $9 Asset Management 1,816 31 (11)  Higher average market levels as well as deposit and loan Wealth Management 1,752 (22) 20 growth, offset by deposit margin compression Expense 2,622 26 37  Expense of $2.6B, up 1% YoY, predominantly driven by Credit costs 44 42 21 Net income $668 ($51) ($56) continued investments in technology and advisors, partially offset by lower distribution and legal fees Key drivers/statistics ($B)2  Credit costs of $44mm, driven by net charge-offs, as well as reserve builds predominantly on loan growth Equity $10.5 $10.5 $9.0 ROE 24% 27% 31%  AUM of $2.2T and client assets of $3.1T, up 8% and 7%, Pretax margin 25 27 27 respectively, driven by net inflows into long-term and liquidity Assets under management ("AUM") $2,246 $2,178 $2,077 products as well as the impact of higher market levels Client assets 3,061 2,998 2,867  Net inflows of $40B into long-term products and $24B into Average loans 150.5 146.5 140.6 Average deposits 138.8 140.3 133.0 liquidity products  Average loan balances of $150B, up 7% YoY  Average deposit balances of $139B, up 4% YoY 1 See note 1 on slide 10 2 Actual numbers for all periods, not over/(under) 7


 
Corporate1 $mm Financial performance $ O/(U) Revenue 3Q19 2Q19 3Q18  Revenue of $692mm, up $795mm YoY Revenue $692 $370 $795 Expense 281 49 253  Higher net interest income, driven by higher balances and mix 2 Credit costs – 2 (2) as well as income related to loan sales in Home Lending , Net income $393 ($435) $538 partially offset by lower rates  Higher noninterest revenue reflected small net gains on certain legacy private equity investments compared to net losses in the prior year Expense  Expense of $281mm, up $253mm YoY, due to higher investments in technology and a higher net legal benefit in the prior year 1 See note 1 on slide 10 For additional footnotes see slide 11 8


 
Outlook1 Firmwide  Expect FY2019 net interest income of <$57.5B, market dependent  Expect FY2019 adjusted expense of ~$65.5B  Expect FY2019 net charge-offs of ~$5.5B 1 See notes 1 and 3 on slide 10 9


 
Notes Notes on non-GAAP financial measures 1. In addition to analyzing the Firm’s results on a reported basis, management reviews Firmwide results, including the overhead ratio, on a “managed” basis; these Firmwide managed basis results are non-GAAP financial measures. The Firm also reviews the results of the lines of business on a managed basis. The Firm’s definition of managed basis starts, in each case, with the reported U.S. GAAP results and includes certain reclassifications to present total net revenue for the Firm and each of the reportable business segments on a fully taxable-equivalent (“FTE”) basis. Accordingly, revenue from investments that receive tax credits and tax-exempt securities is presented in the managed results on a basis comparable to taxable investments and securities. These financial measures allow management to assess the comparability of revenue arising from both taxable and tax-exempt sources. The corresponding income tax impact related to tax-exempt items is recorded within income tax expense. These adjustments have no impact on net income as reported by the Firm as a whole or by the lines of business. For a reconciliation of the Firm’s results from a reported to managed basis, see page 7 of the Earnings Release Financial Supplement 2. Tangible common equity (“TCE”), return on tangible common equity (“ROTCE”) and tangible book value per share (“TBVPS”), are each non-GAAP financial measures. TCE represents the Firm’s common stockholders’ equity (i.e., total stockholders’ equity less preferred stock) less goodwill and identifiable intangible assets (other than MSRs), net of related deferred tax liabilities. For a reconciliation from common stockholders’ equity to TCE, see page 9 of the Earnings Release Financial Supplement. ROTCE measures the Firm’s net income applicable to common equity as a percentage of average TCE. TBVPS represents the Firm’s TCE at period-end divided by common shares at period-end. Book value per share was $75.24, $73.88 and $69.52 at September 30, 2019, June 30, 2019 and September 30, 2018, respectively. TCE, ROTCE and TBVPS are utilized by the Firm, as well as investors and analysts, in assessing the Firm’s use of equity 3. Adjusted expense and adjusted overhead ratio are each non-GAAP financial measures. Adjusted expense excludes Firmwide legal expense/(benefit) of $10 million, $69 million and $20 million for the three months ended September 30, 2019, June 30, 2019 and September 30, 2018, respectively. The adjusted overhead ratio measures the Firm’s adjusted expense as a percentage of adjusted managed net revenue. Management believes this information helps investors understand the effect of these items on reported results and provides an alternate presentation of the Firm’s performance 4. Consumer & Community Banking (“CCB”) calculates net charge-offs and net charge-off rates excluding the impact of purchased credit-impaired (“PCI”) loans 5. Corporate & Investment Bank (“CIB”) calculates the ratio of the allowance for loan losses to end-of-period loans (“ALL/EOP”) excluding the impact of consolidated Firm-administered multi- seller conduits and trade finance loans, to provide a more meaningful assessment of CIB’s allowance coverage ratio Additional notes 6. Represents the fully phased-in measures for each period presented. The Basel III regulatory capital rules became fully phased-in effective January 1, 2019. For additional information see Key performance measures on page 59 and Capital Risk Management on pages 85-94 of the Firm’s 2018 Form 10-K and pages 44-48 of the Firm’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2019 10


 
Notes Additional Notes on slide 4 – Consumer & Community Banking 2. Noninterest revenue in CCB in the third quarter of 2019 included approximately $350 million of gains on loan sales in Home Lending. These gains were predominantly offset by a charge in net interest income in CCB for the unwind of the related internal funding from Treasury and CIO associated with these loans. This net interest income charge was offset by corresponding income recognized in Treasury and CIO 3. Actual numbers for all periods, not over/(under) 4. Firmwide mortgage origination volume was $35.8B, $26.3B and $24.5B for the three months ended September 30, 2019, June 30, 2019 and September 30, 2018, respectively 5. Excludes the impact of PCI loans, including PCI write-offs of $43mm, $39mm and $58mm for the three months ended September 30, 2019, June 30, 2019 and September 30, 2018, respectively. See note 4 on slide 10. The net charge-off/(recovery) rate for the three months ended September 30, 2018 includes a recovery from a loan sale 6. Excludes Commercial Card Additional Notes on slide 5 – Corporate & Investment Bank 2. Actual numbers for all periods, not over/(under) 3. Client deposits and other third-party liabilities pertain to the Treasury Services and Securities Services businesses 4. Loans held-for-sale and loans at fair value were excluded when calculating the loan loss coverage ratio and net charge-off/(recovery) rate. ALL/EOP loans as reported was 0.99%, 0.92% and 0.91% at September 30, 2019, June 30, 2019 and September 30, 2018, respectively. See note 5 on slide 10 Additional Notes on slide 6 – Commercial Banking 2. Effective in the first quarter of 2019, client segment data includes Commercial Real Estate Banking which comprises the former Commercial Term Lending and Real Estate Banking client segments, and Community Development Banking (previously part of Other). The prior period amounts have been revised to conform with the current period presentation 3. Actual numbers for all periods, not over/(under) 4. Loans held-for-sale and loans at fair value were excluded when calculating the net charge-off/(recovery) rate and loan loss coverage ratio 5. Commercial and Industrial (“C&I”) and Commercial Real Estate (“CRE”) groupings for CB are generally based on client segments and do not align with regulatory definitions Additional Notes on slide 8 – Corporate 2. Noninterest revenue in CCB in the third quarter of 2019 included approximately $350 million of gains on loan sales in Home Lending. These gains were predominantly offset by a charge in net interest income in CCB for the unwind of the related internal funding from Treasury and CIO associated with these loans. This net interest income charge was offset by corresponding income recognized in Treasury and CIO 11


 
Forward-looking statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of JPMorgan Chase & Co.’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. Factors that could cause JPMorgan Chase & Co.’s actual results to differ materially from those described in the forward-looking statements can be found in JPMorgan Chase & Co.’s Annual Report on Form 10-K for the year ended December 31, 2018 and Quarterly Reports on Form 10-Q for the quarterly periods ended June 30, 2019 and March 31, 2019, which have been filed with the Securities and Exchange Commission and are available on JPMorgan Chase & Co.’s website (https://jpmorganchaseco.gcs- web.com/financial-information/sec-filings), and on the Securities and Exchange Commission’s website (www.sec.gov). JPMorgan Chase & Co. does not undertake to update any forward-looking statements. 12