The Bank of Nova Scotia filed a free writing prospectus on November 10, 2026, disclosing terms for a structured note linked to the lowest-performing of Alphabet Inc. Class A common stock and Space Exploration Technologies Corp. Class A common stock, maturing November 24, 2028.

Key Highlights

  • Issuer and listing: The Bank of Nova Scotia (NYSE:BNS) is offering the securities under its Senior Note Program, Series A, filed pursuant to Rule 433 under Registration No. 333-298611.
  • Face amount: $1,000 per security, denominated in U.S. dollars, with CUSIP 06419UCZ6 / ISIN US06419UCZ66.
  • Automatic call feature: If the lowest-performing underlying stock closes at or above 92% of its starting price on November 26, 2027, the securities are called and investors receive $1,000 plus a call premium of at least 40.00% (at least $400.00 per security).
  • Upside participation: If not called and the lowest-performing stock ends above its starting price at maturity, the payout includes a 200% upside participation rate on that stock's return.
  • Downside threshold: The threshold price for each underlying stock is 50% of its starting price; a final closing price below this level exposes investors to full downside loss from the starting price, with the possibility of losing all principal.
  • Estimated value at pricing: The filing states that if the securities priced on the filing date, estimated value would be between $905.17 (90.517%) and $935.17 (93.517%) per $1,000 security.
  • Agent discounts: Wells Fargo Securities, LLC will receive a discount of up to 2.325%; dealers including Wells Fargo Advisors, LLC may receive a selling concession of up to 1.75% and a distribution expense fee of 0.075%.

Structure and Payout Terms of the Bank of Nova Scotia Equity-Linked Note

According to the filing, the securities are "Market Linked Securities - Auto-Callable with Leveraged Upside Participation and Contingent Downside" and are described as "Principal at Risk Securities." The Bank of Nova Scotia, a Canadian chartered bank that issues structured notes under its Senior Note Program, Series A, set a pricing date of November 20, 2026, and an issue date of November 25, 2026. The calculation agent is Scotia Capital Inc., an affiliate of the Bank.

The payout at maturity depends entirely on the underlying stock with the lowest return among Alphabet Inc. (Bloomberg Ticker: GOOGL) and Space Exploration Technologies Corp. (Bloomberg Ticker: SPCX) on the final calculation day, November 20, 2028. The filing notes that there is "very limited trading history for the Class A Common Stock of Space Exploration Technologies Corp.," which the filing identifies as a specific risk factor. If the lowest-performing stock's ending price falls between its starting price and the 50% threshold, investors receive only the face amount with no gain. If it falls below the 50% threshold, investors bear the full percentage decline from the starting price, potentially losing all principal.

The filing states that no periodic interest is paid on the securities, and that if the securities are automatically called, investor return is capped at the call premium. The filing further discloses that the estimated value at pricing is below the original offering price, because the original offering price includes dealer spread and projected profit from hedging. Investors are directed to the preliminary pricing supplement for full material Canadian and U.S. tax consequences, as well as complete risk factor disclosure.

What Was Disclosed

The Bank of Nova Scotia disclosed a term sheet for structured notes linked to the lowest-performing of two equity underlyings, with a two-year term, an optional automatic call after one year at a minimum 40% premium, a 200% upside participation rate if held to maturity, and full principal risk if the worst-performing stock declines beyond 50%.