Bank Nova Scotia SEC Filings

The Bank of Nova Scotia is offering Capped Enhanced Participation Notes linked to the EURO STOXX 50® Index. Each note has a $1,000 principal amount, a term of approximately 13 to 15 months, and pays no interest.

At maturity, if the index is above its initial level, holders receive $1,000 plus 150.00% of the index gain, capped at a maximum payment expected to be between $1,355.95 and $1,417.60 per $1,000. If the index is flat, the payout is $1,000. If the index is below the initial level, losses match the index decline point-for-point, down to a total loss of principal.

The notes are unsecured, unsubordinated obligations of The Bank of Nova Scotia and are not insured by CDIC or FDIC and will not be listed on an exchange. The initial estimated value is expected to be between $954.32 and $984.32 per $1,000, below the 100% original issue price, reflecting selling commissions of $10.60 per $1,000 and hedging and structuring costs.

KeyCorp (KEY)director and 10% owner. On 11/18/2025, the reporting person disposed of 214,129 common shares at a price of $17.87 per share. After this sale, the reporting person beneficially owned 162,783,583 common shares, held directly.

The disposition was made pursuant to an Investment Agreement dated August 12, 2024, under which the reporting person participates, in certain circumstances and on a pro rata basis, in any repurchase by KeyCorp of its common shares. For Section 16 purposes, the reporting person may be deemed a director-by-deputization because of its contractual right to nominate directors to KeyCorp’s board.

The Bank of Nova Scotia is issuing senior unsecured market-linked notes tied to the lowest performer among Alphabet, Intel, Meta and Netflix, maturing on November 17, 2028. Each $1,000 security offers a contingent coupon of 10.25% per annum, paid monthly only when the lowest-performing stock on a calculation day is at or above 40% of its starting price. From May 2026 to October 2028 the notes are auto-callable at par plus coupon if the lowest-performing stock is at or above its starting price.

If the notes are not called and, on the final calculation day, the lowest-performing stock is below 40% of its starting price, investors lose more than 60% and up to all of principal; if it is at or above 40%, they receive only the $1,000 face amount. The Bank’s estimated value is $884.80 per $1,000 security, below the $1,000 issue price, reflecting selling costs and hedging profits. The total offering is $871,000, with approximately $850,749.25 in proceeds to the Bank.

The Bank of Nova Scotia filed a preliminary pricing supplement for Capped Buffer GEARS, senior unsecured notes linked to the S&P 500 index with an approximately 2‑year term, due on or about November 30, 2027. The notes offer 2.00x upside exposure to positive index returns, subject to a maximum gain of 21.70%–23.70%.

The structure includes a 10% buffer via a downside threshold set at 90% of the initial level. The notes pay no interest and are not listed. Issue price is $10 per Security (minimum investment $1,000). The initial estimated value is expected to be $9.55–$9.85 per Security. If the final level is below the downside threshold, repayment is reduced based on losses beyond the buffer; in severe declines, investors could lose almost all principal. All payments depend on the creditworthiness of BNS.

Bank of Nova Scotia (BNS) filed a Form 13F Combination Report, indicating some holdings are reported here and others by additional managers. The filing lists 1,383 reportable positions with an aggregate Form 13F Information Table Value Total of 56,600,411,146 (rounded to the nearest dollar). The manager reports coordination with 5 other included managers and identifies several other reporting managers, reflecting a shared reporting structure.

Bank of Nova Scotia proposes to offer Autocallable Contingent Coupon Trigger Notes linked to the common stock of Amazon.com, Inc., issued under its Senior Note Program and filed pursuant to Rule 424(b)(2). These unsecured, unsubordinated notes may pay a $8.834 contingent coupon per $1,000 (0.8834% monthly, approximately 10.60% per annum) on each monthly observation date if Amazon’s closing price is at or above 70.00% of the initial price.

The notes can be automatically called on monthly call observation dates from May 2026 through November 2026 if Amazon’s price is at or above the initial price; if called, holders receive $1,000 plus the applicable coupon. If not called, at maturity on December 31, 2026 holders receive $1,000 plus the final coupon if Amazon’s final price is at or above 70.00% of the initial price; otherwise, repayment is reduced one-for-one with Amazon’s decline from the initial price, up to a total loss of principal and no coupon. The initial estimated value is expected between $900 and $930 per $1,000. Underwriting commissions are up to 2.15%, proceeds to the issuer at least 97.85%, use of proceeds for general corporate purposes. Payments depend on the creditworthiness of Bank of Nova Scotia; the notes will not be listed.

Bank of Montreal filed Amendment No. 1 to Schedule 13G reporting beneficial ownership of 40,644,979 Bank of Nova Scotia common shares, representing 3.27% of the class as of 09/30/2025 (CUSIP 064149107). The filing aggregates positions across multiple BMO subsidiaries and details sole and shared voting and dispositive powers. The certification states the securities were acquired and are held in the ordinary course and not for the purpose of changing or influencing control.

The Bank of Nova Scotia plans to issue Dual Directional Capped Buffered Notes linked to the S&P 500 Index, maturing on November 12, 2027. The notes pay no coupons and all payments occur at maturity, subject to the Bank’s credit risk.

If the index finishes at or above its initial level, the notes track the positive performance up to a Maximum Upside Return of at least 17.19% (set on the trade date). If the index finishes below the initial level but at or above 80% of it, the notes pay the absolute decline, up to $1,200 per $1,000 note. Below the 80% buffer, losses accelerate at 1.25% per 1% additional decline, potentially to zero.

Key terms include: expected trade date November 7, 2025 and settlement November 13, 2025; term of approximately 2 years; minimum investment $10,000 (denominations of $1,000). The initial estimated value is expected between $948.30 and $978.30 per $1,000. Placement agent fees are 1.50% per note, with proceeds to the issuer of 98.50%. The notes will not be listed on an exchange.

The Bank of Nova Scotia (BNS) priced Market Linked Securities—Auto-Callable with Contingent Downside Principal at Risk, linked to the lowest performer of the S&P 500, Russell 2000, and Dow Jones Industrial Average, under its Senior Note Program. The offering totals $7,889,000 at $1,000 face amount per security. The notes pay no interest and may be automatically called if, on any call date, the lowest-performing index is at or above its starting level, returning face value plus a fixed call premium.

Call premiums step up on a simple basis of approximately 10.15% per annum (e.g., 10.150% on November 5, 2026) up to 40.600% on October 31, 2029. If not called, maturity outcomes depend on the lowest-performing index: return face value if its ending level is at least the 75% threshold; otherwise, lose value 1-to-1 with the decline below the threshold, potentially to zero. The Bank’s estimated value is $946.38 per security. Per the pricing table, proceeds to BNS are $7,685,858.25 after an agent discount of $25.75 per security. The notes are senior unsecured obligations, subject to BNS credit risk, not listed on an exchange, and designed to be held to maturity.