Bank Nova Scotia SEC Filings

The Bank of Nova Scotia is offering $4,888,250 of Trigger Autocallable Notes linked to the Russell 2000 Index, due October 15, 2030.

The Notes pay no coupons and may be automatically called on quarterly observation dates (callable after 12 months) if the index closing level is at or above the call threshold, set at the initial level of 2,394.595. If called, investors receive the principal plus a call return based on an 8.85% per annum call return rate. If not called, repayment of principal at maturity occurs only if the final index level is at or above the downside threshold of 1,795.946 (75.00% of the initial level); otherwise, the payoff declines one-for-one with the index loss, which can result in a total loss.

The offering is priced at $10 per Note (minimum 100 Notes). The initial estimated value is $9.60 per $10 Note. Underwriting discount is $0.25 per Note, with proceeds to the issuer of $9.75 per Note ($4,766,043.75 total). The Notes will not be listed and are subject to the credit of BNS. They are not insured by the FDIC or CDIC and are not bail-inable under the CDIC Act.

Bank of Nova Scotia (BNS) priced an SEC-registered primary offering of 4,290,520 Autocallable Strategic Accelerated Redemption Securities linked to the S&P 500 Index at $10 per unit. Gross proceeds are $42,905,200, less a $0.20 per‑unit underwriting discount and a $0.05 hedging-related charge, with proceeds to BNS of $9.80 per unit ($42,047,096) before expenses. These unsecured senior notes pay no periodic interest and are subject to BNS credit risk.

The notes may be automatically called if the Index on an Observation Date is at or above the Starting Value of 6,735.11. If called, the per‑unit payment is $10.88 on the first Observation Date, $11.76 on the second, or $12.64 on the final Observation Date. If not called, the term runs to October 27, 2028, with 1‑to‑1 downside exposure below the Threshold Value, which equals the Starting Value.

The initial estimated value is $9.68 per unit, below the $10 public offering price, reflecting BNS’s internal funding rate, underwriting discount, and hedging costs. The notes are not insured by the FDIC or CDIC and will not be listed; secondary market liquidity is expected to be limited.

The Bank of Nova Scotia launched a preliminary 424(b)(2) pricing supplement for Capped Buffered Enhanced Participation Basket‑Linked Notes due November 27, 2026. The notes are tied to an equally weighted basket of six stocks: Amazon, Coinbase, CrowdStrike, CoreWeave, IonQ, and NVIDIA. They pay no interest and all payments depend on the Bank’s credit.

At maturity, holders receive leveraged upside at a 200.00% participation rate, capped at $1,237.50 per $1,000 in principal. A 15.00% downside buffer protects principal only if the basket decline is within that threshold; below it, losses match the basket’s drop beyond the buffer, up to an 85.00% maximum loss. The initial basket level is set to 100; performance is measured from the expected trade date of October 22, 2025 to the expected valuation date of November 23, 2026.

The initial estimated value is expected between $900.00 and $930.00 per $1,000, reflecting selling and structuring costs. Underwriting commissions are listed as up to 1.93%, with proceeds to the issuer of at least 98.07%. The notes are unsecured, unsubordinated, not listed, and not insured by CDIC or FDIC.

The Bank of Nova Scotia is offering 1,232,311 units of Autocallable Strategic Accelerated Redemption Securities linked to the S&P 500 Index at a $10 principal amount per unit, for a total public offering price of $12,323,110. These senior unsecured notes are subject to BNS credit risk, with pricing on October 9, 2025, settlement on October 17, 2025, and maturity on October 31, 2031.

The notes are automatically called if the Index on an Observation Date is at or above the Starting Value/Call Level of 6,735.11, paying per unit: $10.784 (year 1), $11.568 (year 2), $12.352 (year 3), $13.136 (year 4), $13.920 (year 5), or $14.704 (final Observation Date). If not called, repayment at maturity provides 1‑to‑1 downside exposure below the Threshold Value, which equals the Starting Value, putting up to 100% of principal at risk. The notes pay no periodic interest and have limited secondary market liquidity with no exchange listing.

The initial estimated value is $9.65 per unit. The underwriting discount is $0.20 per unit and a hedging-related charge is $0.05 per unit, resulting in proceeds to BNS of $9.80 per unit or $12,076,647.80 before expenses. BofA Securities is calculation agent; distribution is via BofA Securities and MLPF&S; minimum purchase is 100 units.

The Bank of Nova Scotia is offering $14,141,000 of Contingent Income Auto-Callable Securities linked to NVIDIA common stock under its Senior Note Program, Series A. The notes pay a $30.70 quarterly contingent coupon (12.28% p.a.) per $1,000 security when the closing price is at or above the 60.00% downside threshold.

The notes may auto-call on any determination date if NVDA closes at or above the $183.16 call threshold (100% of the initial share price). If held to maturity on October 13, 2028 and NVDA is below the threshold, repayment is reduced 1-to-1 with the decline and can be zero. Issue price is $1,000 per security; the estimated value at pricing is $966.20. The securities are principal at risk, unsecured, subject to BNS credit risk, include a “memory” coupon feature, and will not be listed.

Total fees are $318,172.50, with expected proceeds to BNS of $13,822,827.50. Key levels: initial share price $183.16; downside threshold $109.896 (60%).

Bank of Nova Scotia filed an amended Schedule 13G reporting beneficial ownership of 2,179,005 shares of Innoviva, Inc. common stock, representing 3.37% of the class as of the reporting event date 09/30/2025. The filing shows the bank has sole voting and sole dispositive power over all reported shares and does not report shared voting or dispositive power. The filing identifies the filer as a parent holding company organized in Canada and includes a certification about comparable foreign regulatory oversight. No larger group affiliation, transfers on behalf of others, or ownership above 5% are reported.

Bank of Nova Scotia filed a Schedule 13G reporting beneficial ownership of 1,296,800 Class A ordinary shares of Launch Two Acquisition Corp., representing 5.64% of the class as of 09/30/2025. The bank states it holds sole voting and sole dispositive power over all reported shares, with no shared voting or dispositive power. The filing lists the bank as a parent holding company organized in Canada and includes a certification about comparable foreign regulatory oversight. The signature line shows the filing was made by a Bank of Nova Scotia officer on 10/07/2025.

Bank of Nova Scotia is offering US$1,000,000,000 principal amount of NVCC subordinated notes maturing October 27, 2085. Interest accrues at 6.875% per annum from the Issue Date (October 8, 2025) until October 27, 2035, and thereafter resets each five years to the then-prevailing U.S. Treasury Rate plus 2.734%, as determined by the Calculation Agent. Interest is payable quarterly on January 27, April 27, July 27 and October 27, commencing January 27, 2026.

The notes feature a limited recourse structure: corresponding AT1 Notes (issued to a Limited Recourse Trust) back the notes and equal in principal to notes outstanding. If certain Recourse Events occur (including Failed Coupon/Principal Payment Dates or Trigger Events), noteholders’ sole remedy is delivery of their proportionate share of Corresponding Trust Assets, which may be AT1 Notes or Common Shares upon NVCC Automatic Conversion. The AT1 Notes are deeply subordinated, interest on AT1 Notes may be cancelled and the notes are not deposit-insured.