JPMorgan Public and Private Income Fund: 5.08% Fees, 2.57% Net

What the fund is, and what it is not yet

The fund is a Delaware statutory trust registered under the Investment Company Act as a non-diversified, closed-end fund that operates as an interval fund. The adviser is J.P. Morgan Investment Management Inc., and the distributor, J.P. Morgan Institutional Investments Inc. (JPMII), is an affiliate of the adviser. The prospectus says the fund has “no operating history” and that “Financial highlights have not been included in this prospectus, as the Fund has not yet commenced operations”. There is no NAV history, no return, no holdings report and no tender result to read. What exists is a plan and a price list, which is why this page is about the price list.

How it got here, from the SEC record: an exemptive application on March 19, 2026, the first Form N-2 on March 25, 2026 under the name JPMorgan Public & Private Credit Fund, a name change to Public & Private Income Fund that EDGAR dates to May 6, 2026, the registration statement declared effective on October 23, 2026, and the final prospectus on October 30, 2026. The shift from “Credit” to “Income” in the name matches the prospectus, which lets the fund hold loans, bonds, CLOs, asset-backed securities, REIT securities and dividend-paying stocks.

The plan, in the prospectus’s words: the fund “invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in a broad range of public and private Income Investments”, may put up to 20% in other investments, and “may invest up to 100% of its total assets in debt securities and other types of investments that are rated below investment grade”. It expects “a substantial portion of the Fund’s assets” to be private investments, including stakes in funds run by other managers (“Portfolio Funds”) and co-investments, which have no market price. It may borrow up to about 33 1/3% of net assets under the 1940 Act as the prospectus describes it. For a longer introduction to the structure, see what an interval fund is and our list of interval funds. J.P. Morgan runs another evergreen fund that has real history, covered on our JPMorgan Private Markets Fund page; this one is a different product.

The fee table, line by line

Source: “Summary of Fees and Expenses”, prospectus dated October 30, 2026 (Form 424B3, accession 0001193125-26-440438). The table “is based on estimated expenses of the Fund for the fiscal year ending March 31, 2027, and assumes that the Fund has net assets of $100 million as of such date.” The table was the same in the June 25, 2026 and September 28, 2026 amendments (accessions 0001193125-26-282955 and 0001193125-26-405212).

The lines add up. For Class S, 0.57 + 1.19 + 2.47 + 0.75 + 0.10 is 5.08, and the same sum with 0.50 gives 4.83 for Class A and with no distribution fee 4.33 for Class I (our arithmetic). Three things stand out.

“Other expenses” is the biggest line and it is an estimate. At 2.47% it is larger than the advisory fee, the distribution fee and the borrowing cost. The prospectus says it includes “the Servicing Fee, professional fees, and other expenses”, including “initial and ongoing organizational and offering costs” and the fees of the administrator, transfer agent and custodian. The servicing fee is 0.25% for all three classes, so by our arithmetic the remainder is 2.22%. Those costs do not shrink with the fund, so as a percentage they fall if net assets grow past $100 million and rise if they stay below it. The prospectus gives no breakdown.

The 1.19% borrowing line comes from leverage the fund “intends to use”. The footnote says it includes “estimated fees payable in connection with the Fund’s expected use of leverage”, and that “if the Fund were to incur higher levels of leverage or pay higher interest rates, interest payments on borrowed funds as a percentage of net assets would be higher.”

The underlying funds charge on top. The 0.10% acquired fund line is based on “historic fees and expenses”. The prospectus says the Portfolio Funds “generally charge a management fee of 1.00% to 1.50%, and generally charge between 10% and 20% of net profits as a carried interest allocation, subject to a clawback”, and that the 0.10% “may change substantially over time”. Whether 0.10% captures that depends on how much the fund ends up holding in such funds, and the prospectus does not say.

The waiver: what it covers and when it can end

The 2.51% waiver is the difference between a 5.08% fund and a 2.57% one, so the footnotes matter more than the headline. Two agreements are named.

• The Fee Waiver Agreement. The adviser “has contractually agreed to reduce its Advisory Fee to an annual rate of 0.25% for a one-year term from the date the Fund commences operations”. After the first year the fee “will be at the annual rate of 0.57%” unless “otherwise extended”. The prospectus adds that this reduction “is not subject to recoupment”.
• The Expense Limitation Agreement. The adviser agrees to waive fees or assume expenses so that certain operating expenses do not exceed 0.02% a year of average daily net assets, but the cap excludes the advisory fee, distribution and servicing fees, interest, acquired fund fees, taxes, brokerage commissions and a long list of other items. The fund “agrees to repay the Adviser” within thirty-six months, so these waivers can be taken back. It has a one-year term that “the Adviser may extend”.

Here is how the numbers fit, and where they do not (our arithmetic). The cut from 0.57% to 0.25% is worth 0.32 points, yet the table shows a 2.51-point waiver, so 2.19 points must come from elsewhere. Other expenses of 2.47% less the 0.25% servicing fee leave 2.22%, and a 0.02% cap on what is not excluded would leave about 2.20 points to be absorbed, which with the 0.32 points comes to about 2.52, within a hundredth of a point of the table. That fits the expense limit absorbing nearly all of the set-up and running costs, and those amounts can be repaid to the adviser for thirty-six months. But the footnote says that “as a result of the reduction of the Advisory Fee under the Fee Waiver Agreement, no additional fee waivers or expense reimbursements are expected from the Adviser under the Expense Limitation Agreement based on the estimated Other Expenses”, which reads the other way. The filing does not reconcile the two, and our fit is a reading, not a statement by the fund. The plain question for JPMII or your financial professional is which agreement produces the 2.51 points, who can end it and when, and how much of it comes back to the adviser later.

What the table itself shows is simple. The total before waiver is 5.08%, 4.83% and 4.33%. If the arrangements lapse and costs are as estimated, those are the rates, and the prospectus says the examples count the waivers “for only the one-year example and the first year of the three-, five- and ten-year examples”.

What it costs in dollars (our arithmetic)

The prospectus gives the SEC-required cost example, which assumes a 5% annual return and, after the first year, no waiver:

Source: Form 424B3, accession 0001193125-26-440438. The 5% return “is not a prediction of, and does not represent, the projected or actual performance of the Fund.”

Scaled to a $100,000 holding (our arithmetic, multiplying by 100), the SEC examples are $49,200 in Class S, $48,400 in Class A and $43,200 in Class I over ten years. The first-year figures show how much the waiver is doing: $2,600 in Class S and $1,800 in Class I. The table’s own percentages say the same thing in annual terms:

Our arithmetic: the fee table percentages (accession 0001193125-26-440438) multiplied by each amount, with no return assumed and no sales load. The amounts are examples, not minimums: Class I needs $100,000 in a fee-based advisory account or $1,000,000 otherwise. Expenses are charged on net assets, whatever the fund earns.

The gap between the before and after columns is 2.51% of the holding every year: $6,275 on $250,000 (our arithmetic). That is what a holder would pay more if the arrangements stopped and nothing else changed.

Share classes, loads and minimums

Source: Form 424B3, accession 0001193125-26-440438 (summary of terms and sales-charge section).

The classes are built for different ways of buying. Class A is the commission route: 2.25% in the first bracket, and from $250,000 no upfront charge but a 1.00% charge if shares are repurchased within eighteen months. On $25,000 the maximum load is $562.50 (our arithmetic). Class S has no load at the fund level, but the prospectus lets intermediaries charge up to 3.50% of NAV, and it carries the highest ongoing cost: the 0.75% distribution fee plus the 0.25% servicing fee is 1.00% a year (our arithmetic), against 0.75% for Class A and 0.25% for Class I. Class I is for large accounts or advisory programmes where the adviser charges its own fee, which is not in this table.

The minimum history is worth knowing. In the first Form N-2 (March 25, 2026, accession 0001193125-26-122786) the minimum for Class S and Class A was “$2,500”. By the June 25, 2026 amendment (accession 0001193125-26-282955) it was “$25,000”.

The 6% Bonus Share Program

This is the newest term. The earlier drafts mention “Bonus Shares” only for investors “currently participating in the Fund’s seed round of fundraising”, with no percentage. The September 28, 2026 amendment (accession 0001193125-26-405212) and the final prospectus add a programme: “eligible investors who purchase Shares of the Fund” between the first day purchases are accepted and the earlier of $200 million of purchase orders or twelve months after the fund begins operations “will receive additional Shares equal to 6% of the investor’s original subscription amount”. If subscriptions pass $200 million, the bonus is cut pro rata. If shares are repurchased before the period ends, the extra shares are reduced pro rata “to reflect the portion of the initial subscription amount that is held”. The adviser or an affiliate pays for the bonus shares “from its own assets and at no additional cost to the investor or the Fund”.

On a $25,000 minimum purchase, 6% is $1,500 of extra shares (our arithmetic), against a maximum Class A load of $562.50 on the same amount. The prospectus is explicit about the other side of the arrangement: the bonus “may create an incentive for investors to invest additional amounts in the Fund”, and because the advisory fee is a percentage of net assets, shares bought for investors by the adviser “will result in increased net revenues to the Adviser” if the added fee income offsets the cost. It also warns that “repurchase requests related to Bonus Shares could have a significant negative impact on the Fund, including on the Fund’s liquidity.” The adviser may change or end the programme at any time, and the prospectus tells investors not to rely on it. Availability depends on the platform: “Please contact your financial intermediary”.

Getting money out

Source: Form 424B3, accession 0001193125-26-440438. The effective date was October 23, 2026 (EDGAR record, accession 9999999995-26-003328).

The prospectus is direct that “Shares will not be redeemable at a Shareholder’s option” and that a holder “may not be able to sell or otherwise liquidate his or her Shares”. Three points are worth reading with the table. Private holdings are priced on a delay: the adviser “generally expects to receive information” for those investments “only as of each calendar quarter end and on a significant delay”, so a repurchase price between quarter ends “will likely be based on information from the prior quarter”. The adviser can be a seller too: after the initial capitalization it will own all of Class I, expected to stay invested until the earlier of a $1 billion NAV or three years after launch, and the prospectus warns that the adviser’s tenders “could reduce the opportunity for other shareholders to tender the full amount of their Shares”. Our JPMorgan Private Markets Fund page shows what that looked like in a sister fund. And distributions, intended monthly and at least quarterly, can come “in significant part from sources” such as “the sale of assets, borrowings, return of capital, offering proceeds” or waivers that may be repaid to the adviser.

What changed between the drafts

Source: SEC EDGAR filing list for CIK 2120567 and the filings named. The share counts are the prospectus’s table “as of September 28, 2026”.

The fee table did not move between June 25 and October 30, 2026. What moved was the minimum (up tenfold) and the sweetener (a 6% bonus added). That is what a reader comparing this fund with an older interval fund, or with the private credit fund redemption tracker, should know: there are no results yet, only terms, and the terms have been changing.

What a reader can do with this

• Ask which column applies. The 2.57% / 2.32% / 1.82% figures are for the first year only; ask what the cost is in year two and who decides.
• Ask where the 2.51 points come from. Fee Waiver Agreement, Expense Limitation Agreement or both, and whether the part under the expense limit is repaid to the adviser within thirty-six months.
• Check the class against the account. Class A has an 18-month charge from $250,000; Class S can carry an intermediary charge of up to 3.50%; Class I in an advisory account sits on top of the adviser’s own fee, which this table does not show.
• Treat the first year as a launch year. No NAV history, an adviser holding all of Class I, and a bonus programme that rewards early money. None of it is a verdict; it is context for how early investors are being asked to pay and be paid.
• Compare like with like. A fund that mixes public and private assets is easiest to judge against another one of its kind; our Capital Group KKR interval funds page reads three funds built to hold about 60% public and 40% private assets from their first holdings reports.

This is analysis of public documents, not investment, legal or tax advice.

FAQ

All figures are from the SEC filings of JPMorgan Public & Private Income Fund (CIK 2120567) read on EDGAR on October 31, 2026: the Form 424B3 filed October 30, 2026 (accession 0001193125-26-440438) with its Statement of Additional Information, the Form N-2 filed March 25, 2026 (0001193125-26-122786), the Forms N-2/A filed June 25, 2026 (0001193125-26-282955) and September 28, 2026 (0001193125-26-405212), and the EDGAR filing list including the October 23, 2026 effectiveness notice. Sums, scaling, per-amount costs and the reconciliation of the waiver are our arithmetic. The fund’s name before May 6, 2026 was JPMorgan Public & Private Credit Fund. This is analysis of public documents, not investment, legal or tax advice.