The Bank of Nova Scotia filed a free writing prospectus on November 5, 2026, disclosing terms of Contingent Income Auto-Callable Securities with Memory Coupon linked to the common stock of GE Vernova Inc., due on or about November 16, 2029.

Key Highlights

  • Underlying asset: Common stock of GE Vernova Inc. (Bloomberg Ticker: "GEV UN")
  • Stated principal amount: $1,000.00 per security, with a minimum investment of $1,000 (1 security)
  • Contingent quarterly coupon: $33.30 per security (equivalent to 13.32% per annum) if the closing price on a determination date is greater than or equal to the downside threshold price
  • Downside threshold price: 50.00% of the initial share price; if the final share price falls below this level, the payment at maturity will be less than 50.00% of stated principal and could be as low as zero
  • Call threshold price: 100.00% of the initial share price; securities are automatically redeemed early if the closing price meets or exceeds this level on any non-final determination date
  • Estimated value on pricing date: Expected to be between $930.26 and $960.26 per security
  • Commission: $22.50 per stated principal amount; securities will not be listed on any exchange or electronic communications network

Terms and Structure of the GE Vernova-Linked Securities from The Bank of Nova Scotia

According to the filing, The Bank of Nova Scotia ("BNS") is offering senior unsecured debt securities under its Senior Note Program, Series A, with a pricing date of November 13, 2026, an original issue date of November 18, 2026, and a maturity date of November 16, 2029. The filing states that all payments on the securities are subject to the credit risk of BNS. The securities are registered under Registration Statement No. 333-298611 and carry CUSIP 06419UCF0 / ISIN US06419UCF03.

The filing describes a memory coupon feature: if the closing price of GE Vernova's common stock is below the downside threshold price on one or more determination dates, the unpaid contingent quarterly coupons are not forfeited but are instead carried forward. If, on a subsequent determination date, the closing price is at or above the downside threshold, the payment for that date will include all previously unpaid coupons. However, the filing notes that "no interest will accrue or be paid on any previously unpaid contingent quarterly coupons." If the closing price remains below the downside threshold on every determination date through maturity, the filing states investors "will receive no contingent quarterly coupons during the term of, and will not receive a positive return on, the securities."

At maturity, if the final share price is below the downside threshold, the payment equals the stated principal amount multiplied by the share performance factor (final share price divided by initial share price). The hypothetical payout table in the filing illustrates that a 60% decline in the underlying stock would result in a $400.00 payment per security, and a 100% decline would result in $0.00. The filing explicitly states the securities "do not guarantee any return of principal at maturity" and that investors "will not participate in any appreciation of the underlying stock."

What Was Disclosed

BNS filed a free writing prospectus for principal-at-risk auto-callable notes linked to GE Vernova Inc. common stock, detailing coupon conditions, a memory coupon feature, early redemption triggers, downside exposure, and an estimated value range of $930.26 to $960.26 per security on the pricing date.