STOCK TITAN

[424B2] MicroSectors Energy 3x Leveraged ETNs Prospectus Supplement

Filing Impact
(No impact)
Filing Sentiment
(Neutral)
Form Type
424B2
Rhea-AI Filing Summary

Ford Motor Company (symbol: F) has filed a Form 144 indicating the proposed sale of 30,000 common shares under Rule 144 of the Securities Act of 1933. The shares will be sold through UBS Financial Services, Inc., 11 Madison Ave., New York, NY 10010, with an aggregate market value of $330,000. The approximate sale date disclosed is 07/01/2025, and the shares are to be listed on the NYSE.

The filing shows that the seller originally acquired the shares via three restricted-stock unit (RSU) vesting events on 03/02/2021 (5,424 shares), 03/04/2022 (13,949 shares) and 03/04/2024 (10,627 shares), matching the total of 30,000 shares to be sold. Ford’s total shares outstanding, as referenced in the filing, are 3,905,696,769; therefore, the proposed sale represents roughly 0.0008 % of shares outstanding—an immaterial fraction from a market-capitalization standpoint.

No prior sales were reported during the last three months, and no remarks or 10b5-1 plan adoption dates were disclosed. The filer has affirmed that he or she is not in possession of undisclosed material adverse information.

Investment take-away: While the notice signals insider intent to liquidate equity worth $330,000, the volume is negligible relative to Ford’s float and should not, by itself, influence the valuation or liquidity of Ford shares.

Ford Motor Company (simbolo: F) ha presentato un Modulo 144 che indica la proposta vendita di 30.000 azioni ordinarie ai sensi della Regola 144 del Securities Act del 1933. Le azioni saranno vendute tramite UBS Financial Services, Inc., 11 Madison Ave., New York, NY 10010, con un valore di mercato complessivo di 330.000 $. La data approssimativa di vendita comunicata è il 01/07/2025 e le azioni saranno quotate al NYSE.

La documentazione mostra che il venditore ha originariamente acquisito le azioni attraverso tre eventi di maturazione di unità azionarie vincolate (RSU) il 02/03/2021 (5.424 azioni), il 04/03/2022 (13.949 azioni) e il 04/03/2024 (10.627 azioni), corrispondenti al totale di 30.000 azioni da vendere. Le azioni totali in circolazione di Ford, come indicato nel modulo, sono 3.905.696.769; pertanto, la vendita proposta rappresenta circa lo 0,0008 % delle azioni in circolazione — una frazione irrilevante dal punto di vista della capitalizzazione di mercato.

Negli ultimi tre mesi non sono state segnalate vendite precedenti e non sono state divulgate osservazioni o date di adozione di piani 10b5-1. Il dichiarante ha confermato di non essere in possesso di informazioni materiali sfavorevoli non divulgate.

Considerazioni per gli investitori: Sebbene la comunicazione indichi l’intenzione di un insider di liquidare azioni per un valore di 330.000 $, il volume è trascurabile rispetto al flottante di Ford e non dovrebbe, da solo, influenzare la valutazione o la liquidità delle azioni Ford.

Ford Motor Company (símbolo: F) ha presentado un Formulario 144 que indica la propuesta de venta de 30,000 acciones ordinarias bajo la Regla 144 de la Ley de Valores de 1933. Las acciones se venderán a través de UBS Financial Services, Inc., 11 Madison Ave., Nueva York, NY 10010, con un valor de mercado agregado de 330,000 $. La fecha aproximada de venta divulgada es el 01/07/2025 y las acciones estarán listadas en la NYSE.

El documento muestra que el vendedor adquirió originalmente las acciones mediante tres eventos de consolidación de unidades de acciones restringidas (RSU) el 02/03/2021 (5,424 acciones), el 04/03/2022 (13,949 acciones) y el 04/03/2024 (10,627 acciones), sumando el total de 30,000 acciones a vender. Las acciones totales en circulación de Ford, según el documento, son 3,905,696,769; por lo tanto, la venta propuesta representa aproximadamente el 0.0008 % de las acciones en circulación, una fracción insignificante desde el punto de vista de la capitalización de mercado.

No se reportaron ventas previas en los últimos tres meses, y no se divulgaron comentarios ni fechas de adopción de planes 10b5-1. El declarante ha afirmado que no posee información adversa material no divulgada.

Conclusión para inversionistas: Aunque el aviso indica la intención de un insider de liquidar acciones por valor de 330,000 $, el volumen es insignificante en relación con el flotante de Ford y no debería, por sí solo, influir en la valoración o liquidez de las acciones de Ford.

포드 모터 컴퍼니(심볼: F)가 Form 144를 제출했습니다, 이는 1933년 증권법의 Rule 144에 따라 30,000 보통주 매각을 제안하는 내용입니다. 주식은 UBS Financial Services, Inc., 11 Madison Ave., New York, NY 10010를 통해 판매될 예정이며, 총 시장 가치가 330,000달러에 달합니다. 공개된 예상 매각일은 2025년 7월 1일이며, 주식은 NYSE에 상장될 예정입니다.

신고서에 따르면 매도자는 원래 세 차례의 제한 주식 단위(RSU) 베스팅 이벤트를 통해 주식을 취득했으며, 각각 2021년 3월 2일(5,424주), 2022년 3월 4일(13,949주), 2024년 3월 4일(10,627주)로, 총 30,000주 매각 예정 수량과 일치합니다. 신고서에 명시된 포드의 총 발행 주식 수는 3,905,696,769주로, 제안된 매각은 전체 주식의 약 0.0008%에 해당하며, 시가총액 관점에서 무시할 만한 수준입니다.

지난 3개월 동안 이전 매각은 보고되지 않았으며, 10b5-1 계획 채택일이나 추가 설명도 공개되지 않았습니다. 신고자는 공개되지 않은 중요한 불리한 정보가 없음을 확인했습니다.

투자자 참고: 이번 공시는 내부자가 33만 달러 상당의 주식을 매각하려는 의도를 나타내지만, 거래량은 포드의 유통 주식 수에 비해 미미하여 단독으로 포드 주식의 가치나 유동성에 영향을 미치지 않을 것입니다.

Ford Motor Company (symbole : F) a déposé un formulaire 144 indiquant la vente proposée de 30 000 actions ordinaires conformément à la règle 144 du Securities Act de 1933. Les actions seront vendues par l'intermédiaire de UBS Financial Services, Inc., 11 Madison Ave., New York, NY 10010, pour une valeur totale de marché de 330 000 $. La date approximative de vente annoncée est le 01/07/2025, et les actions seront cotées au NYSE.

Le dépôt indique que le vendeur a initialement acquis les actions lors de trois événements d'acquisition d'unités d'actions restreintes (RSU) les 02/03/2021 (5 424 actions), 04/03/2022 (13 949 actions) et 04/03/2024 (10 627 actions), ce qui correspond au total de 30 000 actions à vendre. Le nombre total d'actions en circulation de Ford, mentionné dans le dépôt, est de 3 905 696 769 ; par conséquent, la vente proposée représente environ 0,0008 % des actions en circulation – une fraction négligeable du point de vue de la capitalisation boursière.

Aucune vente antérieure n'a été signalée au cours des trois derniers mois, et aucune remarque ni date d'adoption d'un plan 10b5-1 n'ont été divulguées. Le déposant a affirmé ne pas être en possession d'informations défavorables importantes non divulguées.

Conclusion pour les investisseurs : Bien que cet avis signale l'intention d'un initié de liquider des actions pour une valeur de 330 000 $, le volume est négligeable par rapport au flottant de Ford et ne devrait pas, à lui seul, influencer la valorisation ou la liquidité des actions Ford.

Die Ford Motor Company (Ticker: F) hat ein Formular 144 eingereicht, das den geplanten Verkauf von 30.000 Stammaktien gemäß Regel 144 des Securities Act von 1933 anzeigt. Die Aktien werden über UBS Financial Services, Inc., 11 Madison Ave., New York, NY 10010 verkauft, mit einem Gesamtmarktwert von 330.000 $. Das ungefähre Verkaufsdatum ist der 01.07.2025, und die Aktien sollen an der NYSE gelistet werden.

Die Einreichung zeigt, dass der Verkäufer die Aktien ursprünglich durch drei Vesting-Ereignisse von Restricted Stock Units (RSU) am 02.03.2021 (5.424 Aktien), 04.03.2022 (13.949 Aktien) und 04.03.2024 (10.627 Aktien) erworben hat, was der Gesamtzahl von 30.000 zu verkaufenden Aktien entspricht. Die insgesamt ausstehenden Aktien von Ford, wie in der Einreichung angegeben, betragen 3.905.696.769; daher entspricht der vorgeschlagene Verkauf etwa 0,0008 % der ausstehenden Aktien – ein unbedeutender Anteil aus Marktkapitalisierungssicht.

In den letzten drei Monaten wurden keine vorherigen Verkäufe gemeldet, und es wurden keine Bemerkungen oder Daten zur Annahme eines 10b5-1-Plans offengelegt. Der Einreicher bestätigte, dass er keine nicht offengelegten wesentlichen nachteiligen Informationen besitzt.

Investment-Fazit: Obwohl die Mitteilung die Absicht eines Insiders signalisiert, Aktien im Wert von 330.000 $ zu veräußern, ist das Volumen im Verhältnis zum Free Float von Ford vernachlässigbar und sollte für sich genommen die Bewertung oder Liquidität der Ford-Aktien nicht beeinflussen.

Positive
  • Procedural transparency: Insider followed Rule 144 disclosure requirements before selling shares.
  • Immaterial dilution: 30,000 shares represent only 0.0008 % of Ford’s outstanding shares, posing no dilution risk.
Negative
  • Insider selling signal: Any insider sale—even if small—can be perceived as a lack of confidence by some investors.

Insights

TL;DR: Small insider sale (30k shares, $330k) is routine and immaterial to Ford’s capitalization.

The filing discloses a sale equal to 0.0008 % of Ford’s 3.9 billion shares outstanding—far below thresholds that typically move markets. The shares stem from normal RSU vesting, indicating compensation-related liquidity rather than a strategic divestment. No pattern of recent selling is noted, and the filer certifies absence of undisclosed negative information. For portfolio managers, the transaction is unlikely to impact price discovery, earnings outlook, or governance assessments.

TL;DR: Filing demonstrates procedural compliance; no governance red flags detected.

Rule 144 notice was correctly filed in advance of the trade, specifying broker, share count, and acquisition history. Lack of a 10b5-1 plan date suggests discretionary timing, but the minimal size mitigates governance concerns. The representation that no undisclosed material information exists supports transparency commitments. Overall effect on governance risk profile is neutral.

Ford Motor Company (simbolo: F) ha presentato un Modulo 144 che indica la proposta vendita di 30.000 azioni ordinarie ai sensi della Regola 144 del Securities Act del 1933. Le azioni saranno vendute tramite UBS Financial Services, Inc., 11 Madison Ave., New York, NY 10010, con un valore di mercato complessivo di 330.000 $. La data approssimativa di vendita comunicata è il 01/07/2025 e le azioni saranno quotate al NYSE.

La documentazione mostra che il venditore ha originariamente acquisito le azioni attraverso tre eventi di maturazione di unità azionarie vincolate (RSU) il 02/03/2021 (5.424 azioni), il 04/03/2022 (13.949 azioni) e il 04/03/2024 (10.627 azioni), corrispondenti al totale di 30.000 azioni da vendere. Le azioni totali in circolazione di Ford, come indicato nel modulo, sono 3.905.696.769; pertanto, la vendita proposta rappresenta circa lo 0,0008 % delle azioni in circolazione — una frazione irrilevante dal punto di vista della capitalizzazione di mercato.

Negli ultimi tre mesi non sono state segnalate vendite precedenti e non sono state divulgate osservazioni o date di adozione di piani 10b5-1. Il dichiarante ha confermato di non essere in possesso di informazioni materiali sfavorevoli non divulgate.

Considerazioni per gli investitori: Sebbene la comunicazione indichi l’intenzione di un insider di liquidare azioni per un valore di 330.000 $, il volume è trascurabile rispetto al flottante di Ford e non dovrebbe, da solo, influenzare la valutazione o la liquidità delle azioni Ford.

Ford Motor Company (símbolo: F) ha presentado un Formulario 144 que indica la propuesta de venta de 30,000 acciones ordinarias bajo la Regla 144 de la Ley de Valores de 1933. Las acciones se venderán a través de UBS Financial Services, Inc., 11 Madison Ave., Nueva York, NY 10010, con un valor de mercado agregado de 330,000 $. La fecha aproximada de venta divulgada es el 01/07/2025 y las acciones estarán listadas en la NYSE.

El documento muestra que el vendedor adquirió originalmente las acciones mediante tres eventos de consolidación de unidades de acciones restringidas (RSU) el 02/03/2021 (5,424 acciones), el 04/03/2022 (13,949 acciones) y el 04/03/2024 (10,627 acciones), sumando el total de 30,000 acciones a vender. Las acciones totales en circulación de Ford, según el documento, son 3,905,696,769; por lo tanto, la venta propuesta representa aproximadamente el 0.0008 % de las acciones en circulación, una fracción insignificante desde el punto de vista de la capitalización de mercado.

No se reportaron ventas previas en los últimos tres meses, y no se divulgaron comentarios ni fechas de adopción de planes 10b5-1. El declarante ha afirmado que no posee información adversa material no divulgada.

Conclusión para inversionistas: Aunque el aviso indica la intención de un insider de liquidar acciones por valor de 330,000 $, el volumen es insignificante en relación con el flotante de Ford y no debería, por sí solo, influir en la valoración o liquidez de las acciones de Ford.

포드 모터 컴퍼니(심볼: F)가 Form 144를 제출했습니다, 이는 1933년 증권법의 Rule 144에 따라 30,000 보통주 매각을 제안하는 내용입니다. 주식은 UBS Financial Services, Inc., 11 Madison Ave., New York, NY 10010를 통해 판매될 예정이며, 총 시장 가치가 330,000달러에 달합니다. 공개된 예상 매각일은 2025년 7월 1일이며, 주식은 NYSE에 상장될 예정입니다.

신고서에 따르면 매도자는 원래 세 차례의 제한 주식 단위(RSU) 베스팅 이벤트를 통해 주식을 취득했으며, 각각 2021년 3월 2일(5,424주), 2022년 3월 4일(13,949주), 2024년 3월 4일(10,627주)로, 총 30,000주 매각 예정 수량과 일치합니다. 신고서에 명시된 포드의 총 발행 주식 수는 3,905,696,769주로, 제안된 매각은 전체 주식의 약 0.0008%에 해당하며, 시가총액 관점에서 무시할 만한 수준입니다.

지난 3개월 동안 이전 매각은 보고되지 않았으며, 10b5-1 계획 채택일이나 추가 설명도 공개되지 않았습니다. 신고자는 공개되지 않은 중요한 불리한 정보가 없음을 확인했습니다.

투자자 참고: 이번 공시는 내부자가 33만 달러 상당의 주식을 매각하려는 의도를 나타내지만, 거래량은 포드의 유통 주식 수에 비해 미미하여 단독으로 포드 주식의 가치나 유동성에 영향을 미치지 않을 것입니다.

Ford Motor Company (symbole : F) a déposé un formulaire 144 indiquant la vente proposée de 30 000 actions ordinaires conformément à la règle 144 du Securities Act de 1933. Les actions seront vendues par l'intermédiaire de UBS Financial Services, Inc., 11 Madison Ave., New York, NY 10010, pour une valeur totale de marché de 330 000 $. La date approximative de vente annoncée est le 01/07/2025, et les actions seront cotées au NYSE.

Le dépôt indique que le vendeur a initialement acquis les actions lors de trois événements d'acquisition d'unités d'actions restreintes (RSU) les 02/03/2021 (5 424 actions), 04/03/2022 (13 949 actions) et 04/03/2024 (10 627 actions), ce qui correspond au total de 30 000 actions à vendre. Le nombre total d'actions en circulation de Ford, mentionné dans le dépôt, est de 3 905 696 769 ; par conséquent, la vente proposée représente environ 0,0008 % des actions en circulation – une fraction négligeable du point de vue de la capitalisation boursière.

Aucune vente antérieure n'a été signalée au cours des trois derniers mois, et aucune remarque ni date d'adoption d'un plan 10b5-1 n'ont été divulguées. Le déposant a affirmé ne pas être en possession d'informations défavorables importantes non divulguées.

Conclusion pour les investisseurs : Bien que cet avis signale l'intention d'un initié de liquider des actions pour une valeur de 330 000 $, le volume est négligeable par rapport au flottant de Ford et ne devrait pas, à lui seul, influencer la valorisation ou la liquidité des actions Ford.

Die Ford Motor Company (Ticker: F) hat ein Formular 144 eingereicht, das den geplanten Verkauf von 30.000 Stammaktien gemäß Regel 144 des Securities Act von 1933 anzeigt. Die Aktien werden über UBS Financial Services, Inc., 11 Madison Ave., New York, NY 10010 verkauft, mit einem Gesamtmarktwert von 330.000 $. Das ungefähre Verkaufsdatum ist der 01.07.2025, und die Aktien sollen an der NYSE gelistet werden.

Die Einreichung zeigt, dass der Verkäufer die Aktien ursprünglich durch drei Vesting-Ereignisse von Restricted Stock Units (RSU) am 02.03.2021 (5.424 Aktien), 04.03.2022 (13.949 Aktien) und 04.03.2024 (10.627 Aktien) erworben hat, was der Gesamtzahl von 30.000 zu verkaufenden Aktien entspricht. Die insgesamt ausstehenden Aktien von Ford, wie in der Einreichung angegeben, betragen 3.905.696.769; daher entspricht der vorgeschlagene Verkauf etwa 0,0008 % der ausstehenden Aktien – ein unbedeutender Anteil aus Marktkapitalisierungssicht.

In den letzten drei Monaten wurden keine vorherigen Verkäufe gemeldet, und es wurden keine Bemerkungen oder Daten zur Annahme eines 10b5-1-Plans offengelegt. Der Einreicher bestätigte, dass er keine nicht offengelegten wesentlichen nachteiligen Informationen besitzt.

Investment-Fazit: Obwohl die Mitteilung die Absicht eines Insiders signalisiert, Aktien im Wert von 330.000 $ zu veräußern, ist das Volumen im Verhältnis zum Free Float von Ford vernachlässigbar und sollte für sich genommen die Bewertung oder Liquidität der Ford-Aktien nicht beeinflussen.

 

Registration Statement No.333-285508
Filed Pursuant to Rule 424(b)(2)

 


Pricing Supplement dated June 27, 2025 to the Prospectus dated March 25, 2025,
the Prospectus Supplement dated March 25, 2025 and the Product Supplement dated March 25, 2025

 

 

 

US$7,071,000
Senior Medium-Term Notes, Series K
Autocallable Barrier Notes with Contingent Coupons due August 03, 2026
Linked to the common stock of Micron Technology, Inc.

 

·The notes are designed for investors who are seeking monthly contingent periodic interest payments (as described in more detail below), as well as a return of principal if the closing level of the common stock of Micron Technology, Inc. (the “Reference Asset”) on any monthly Observation Date beginning in December 2025 is greater than 100% of its Initial Level (the “Call Level”). Investors should be willing to have their notes automatically redeemed prior to maturity, be willing to forego any potential to participate in the appreciation of the Reference Asset and be willing to lose some or all of their principal at maturity.
·The notes will pay a Contingent Coupon on each Contingent Coupon Payment Date at the Contingent Interest Rate of 1.1417% per month (approximately 13.70% per annum) if the closing level of the Reference Asset on the applicable monthly Observation Date is greater than or equal to its Coupon Barrier Level. However, if the closing level of the Reference Asset is less than its Coupon Barrier Level on an Observation Date, the notes will not pay the Contingent Coupon for that Observation Date.
·Beginning on December 30, 2025, if on any Observation Date, the closing level of the Reference Asset is greater than its Call Level, the notes will be automatically redeemed. On the following Contingent Coupon Payment Date (the “Call Settlement Date"), investors will receive their principal amount plus the Contingent Coupon otherwise due. After the notes are redeemed, investors will not receive any additional payments in respect of the notes.
·The notes do not guarantee any return of principal at maturity. Instead, if the notes are not automatically redeemed, the payment at maturity will be based on the Final Level of the Reference Asset and whether the Final Level of that Reference Asset has declined from its Initial Level to below its Trigger Level on the Valuation Date (a “Trigger Event”), as described below.
·If the notes are not automatically redeemed and a Trigger Event has occurred, investors will lose 1% of the principal amount for each 1% decrease in the level of the Reference Asset from its Initial Level to its Final Level. In such a case, you will receive a cash amount at maturity that is less than the principal amount, together with the final Contingent Coupon, if payable.
·Investing in the notes is not equivalent to a direct investment in the Reference Asset.
·The notes will not be listed on any securities exchange.
·All payments on the notes are subject to the credit risk of Bank of Montreal.
·The notes will be issued in minimum denominations of $1,000 and integral multiples of $1,000.
·Our subsidiary, BMO Capital Markets Corp. (“BMOCM”), is the agent for this offering. See “Supplemental Plan of Distribution (Conflicts of Interest)” below.
·The notes will not be subject to conversion into our common shares or the common shares of any of our affiliates under subsection 39.2(2.3) of the Canada Deposit Insurance Corporation Act (the “CDIC Act”).

 

Terms of the Notes:

 

 Pricing Date:  June 27, 2025    Valuation Date:  July 29, 2026
 Settlement Date:  July 02, 2025    Maturity Date:  August 03, 2026

Specific Terms of the Notes:

 

Autocallable
Number
Reference
Asset
Ticker
Symbol
Initial
Level
Contingent
Interest Rate
Coupon
Barrier
Level*
Trigger
Level*
CUSIP Principal
Amount
Price to
Public
1
Agent’s
Commission
1
Proceeds to
Bank of
Montreal
1
5042  The common stock of Micron Technology, Inc.  MU  $124.76  1.1417% per month (approximately 13.70% per annum)  $69.87, 56.00% of its Initial Level  $69.87, 56.00% of its Initial Level 06376EK76 $7,071,000.00 100%

2.15%

$152,026.50

97.85%

$6,918,973.50

1 The total “Agent’s Commission” and “Proceeds to Bank of Montreal” specified above reflect the aggregate amounts at the time Bank of Montreal established its hedge positions on or prior to the Pricing Date, which may have been variable and fluctuated depending on market conditions at such times. Certain dealers who purchased the notes for sale to certain fee-based advisory accounts may have foregone some or all of their selling concessions, fees or commissions. The public offering price for investors purchasing the notes in these accounts was between $978.50 and $1,000 per $1,000 in principal amount.

* Rounded to two decimal places.

Investing in the notes involves risks, including those described in the “Selected Risk Considerations” section beginning on page P-5 hereof, the “Additional Risk Factors Relating to the Notes” section beginning on page PS-6 of the product supplement, and the “Risk Factors” section beginning on page S-1 of the prospectus supplement and on page 8 of the prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these notes or passed upon the accuracy of this document, the product supplement, the prospectus supplement or the prospectus. Any representation to the contrary is a criminal offense. The notes will be our unsecured obligations and will not be savings accounts or deposits that are insured by the United States Federal Deposit Insurance Corporation, the Deposit Insurance Fund, the Canada Deposit Insurance Corporation or any other governmental agency or instrumentality or other entity.

On the date hereof, based on the terms set forth above, the estimated initial value of the notes is $976.77 per $1,000 in principal amount. However, as discussed in more detail below, the actual value of the notes at any time will reflect many factors and cannot be predicted with accuracy.

 

BMO CAPITAL MARKETS

 

  
 

 

Key Terms of the Notes:

 

Reference Asset: The common stock of Micron Technology, Inc. (ticker symbol "MU") . See "The Reference Asset" below for additional information.
   
Contingent Coupons: If the closing level of the Reference Asset on an Observation Date is greater than or equal to its Coupon Barrier Level, a Contingent Coupon will be paid on the corresponding Contingent Coupon Payment Date at the Contingent Interest Rate, subject to the automatic redemption feature.
   
Contingent Interest Rate: 1.1417% per month (approximately 13.70% per annum), if payable. Accordingly, each Contingent Coupon, if payable, will equal $11.417 for each $1,000 in principal amount.
   
Observation Dates:1 Three trading days prior to each scheduled Contingent Coupon Payment Date.
   
Contingent Coupon Payment
Dates:1
Interest, if payable, will be paid on the 3rd day of each month (or, if such day is not a business day, the next following business day), beginning on August 03, 2025 and ending on the Maturity Date, subject to the automatic redemption feature.
   
Automatic Redemption: Beginning on December 30, 2025, if, on any Observation Date, the closing level of the Reference Asset is greater than its Call Level, the notes will be automatically redeemed. No further amounts will be owed to you under the Notes.
   
Payment upon Automatic
Redemption:
If the notes are automatically redeemed, then, on the Call Settlement Date, investors will receive their principal amount plus the Contingent Coupon otherwise due.
   
Call Settlement Date:1 If the notes are automatically redeemed, the Contingent Coupon Payment Date immediately following the relevant Observation Date.
   
Payment at Maturity:

If the notes are not automatically redeemed, the payment at maturity for the notes is based on the performance of the Reference Asset.

 

You will receive $1,000 for each $1,000 in principal amount of the note, unless a Trigger Event has occurred.

 

If a Trigger Event has occurred, you will receive at maturity, for each $1,000 in principal amount of your notes, a cash amount equal to:

 

$1,000 + [$1,000 x Percentage Change]

 

This amount will be less than the principal amount of your note, and may be zero.

 

You will also receive the final Contingent Coupon, if payable.

   
Trigger Event:2 A Trigger Event will be deemed to occur if the Final Level of the Reference Asset is less than its Trigger Level on the Valuation Date.
   
Percentage Change:

The quotient, expressed as a percentage, of the following formula:

 

(Final Level - Initial Level)
Initial Level

   
Initial Level:2 As set forth on the cover hereof.
   
Coupon Barrier Level:2 $69.87 , which is 56.00% of the Initial Level (rounded to two decimal places ).
   
Trigger Level:2 $69.87 , which is 56.00% of the Initial Level (rounded to two decimal places ).
   
Call Level:2 100% of the Initial Level.
   
Final Level: The closing level of the Reference Asset on the Valuation Date.
   
Pricing Date: June 27, 2025
   
Settlement Date: July 02, 2025
   
Valuation Date:1 July 29, 2026

 

 2 
 

 

Maturity Date:1 August 03, 2026
   
Physical Delivery Amount: We will only pay cash on the Maturity Date, and you will have no right to receive any shares of the Reference Asset.
   
Calculation Agent: BMOCM
   
Selling Agent: BMOCM

 

1 Subject to the occurrence of a market disruption event, as described in the accompanying product supplement.

 

2 As determined by the calculation agent and subject to adjustment in certain circumstances. See "General Terms of the Notes — Anti-dilution Adjustments to a Reference Asset that Is an Equity Security (Including Any ETF)" in the product supplement for additional information.

 

 3 
 

 

Additional Terms of the Notes

 

You should read this document together with the product supplement dated March 25, 2025, the prospectus supplement dated March 25, 2025 and the prospectus dated March 25, 2025. This document, together with the documents listed below, contains the terms of the notes and supersedes all other prior or contemporaneous oral statements as well as any other written materials including preliminary or indicative pricing terms, correspondence, trade ideas, structures for implementation, sample structures, fact sheets, brochures or other educational materials of ours or the agent. You should carefully consider, among other things, the matters set forth in Additional Risk Factors Relating to the Notes in the product supplement, as the notes involve risks not associated with conventional debt securities. We urge you to consult your investment, legal, tax, accounting and other advisers before you invest in the notes.

 

You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing our filings for the relevant date on the SEC website):

 

Product supplement dated March 25, 2025:
https://www.sec.gov/Archives/edgar/data/927971/000121465925004743/b324250424b2.htm

 

Prospectus supplement dated March 25, 2025 and prospectus dated March 25, 2025:
https://www.sec.gov/Archives/edgar/data/927971/000119312525062081/d840917d424b5.htm

 

Our Central Index Key, or CIK, on the SEC website is 927971. As used in this document, "we", "us" or "our" refers to Bank of Montreal.

 

 4 
 

 

Selected Risk Considerations

 

An investment in the notes involves significant risks. Investing in the notes is not equivalent to investing directly in the Reference Asset. These risks are explained in more detail in the “Additional Risk Factors Relating to the Notes” section of the product supplement.

 

Risks Related to the Structure or Features of the Notes

 

·Your investment in the notes may result in a loss. — The notes do not guarantee any return of principal. If the notes are not automatically redeemed, the payment at maturity will be based on the Final Level and whether a Trigger Event has occurred. If the Final Level is less than its Trigger Level, a Trigger Event will occur, and you will lose 1% of the principal amount for each 1% that the Final Level is less than the Initial Level. In such a case, you will receive at maturity a cash payment that is less than the principal amount of the notes and may be zero. Accordingly, you could lose your entire investment in the notes.
·You may not receive any Contingent Coupons with respect to your notes. — We will not necessarily make periodic interest payments on the notes. If the closing level of the Reference Asset on an Observation Date is less than its Coupon Barrier Level, we will not pay you the Contingent Coupon applicable to that Observation Date. If the closing level of the Reference Asset is less than its Coupon Barrier Level on each of the Observation Dates, we will not pay you any Contingent Coupons during the term of the notes, and you will not receive a positive return on the notes. Generally, this non-payment of any Contingent Coupons will coincide with a greater risk of principal loss on your notes.
·Your notes are subject to automatic early redemption. — We will redeem the notes if the closing level of the Reference Asset on any Observation Date is greater than its Call Level. Following an automatic redemption, you will not receive any additional Contingent Coupons and may not be able to reinvest your proceeds in an investment with returns that are comparable to the notes. Furthermore, to the extent you are able to reinvest such proceeds in an investment with a comparable return for a similar level of risk, you may incur transaction costs such as dealer discounts and hedging costs built into the price of the new notes.
·Your return on the notes is limited to the Contingent Coupons, if any, regardless of any appreciation in the value of the Reference Asset. — You will not receive a payment at maturity with a value greater than your principal amount plus the final Contingent Coupon, if payable. In addition, if the notes are automatically redeemed, you will not receive a payment greater than the principal amount plus the applicable Contingent Coupon, even if the Final Level exceeds the Call Level by a substantial amount. Accordingly, your maximum return on the applicable notes is limited to the potential return represented by the Contingent Coupons.
·Your return on the notes may be lower than the return on a conventional debt security of comparable maturity. — The return that you will receive on your notes, which could be negative, may be less than the return you could earn on other investments. The notes do not provide for fixed interest payments and you may not receive any Contingent Coupons over the term of the notes. Even if you do receive one or more Contingent Coupons and your return on the notes is positive, your return may be less than the return you would earn if you bought a conventional senior interest bearing debt security of ours with the same maturity or if you invested directly in the Reference Asset. Your investment may not reflect the full opportunity cost to you when you take into account factors that affect the time value of money.
·A higher Contingent Interest Rate or lower Trigger Level or Coupon Barrier Level may reflect greater expected volatility of the Reference Asset, and greater expected volatility generally indicates an increased risk of loss at maturity. — The economic terms for the notes, including the Contingent Interest Rate, Coupon Barrier Level and Trigger Level, are based, in part, on the expected volatility of the Reference Asset at the time the terms of the notes are set. “Volatility” refers to the frequency and magnitude of changes in the level of the Reference Asset. The greater the expected volatility of the Reference Asset as of the Pricing Date, the greater the expectation is as of that date that the closing level of the Reference Asset could be less than its Coupon Barrier Level on any Observation Date and that a Trigger Event could occur and, as a consequence, indicates an increased risk of not receiving a Contingent Coupon and an increased risk of loss, respectively. All things being equal, this greater expected volatility will generally be reflected in a higher Contingent Interest Rate than the yield payable on our conventional debt securities with a similar maturity or on otherwise comparable securities, and/or lower Trigger Level and/or Coupon Barrier Level than those terms on otherwise comparable securities. Therefore, a relatively higher Contingent Interest Rate may indicate an increased risk of loss. Further, a relatively lower Trigger Level and/or Coupon Barrier may not necessarily indicate that the notes have a greater likelihood of a return of principal at maturity and/or paying Contingent Coupons. You should be willing to accept the downside market risk of the Reference Asset and the potential to lose a significant portion or all of your initial investment.

 

Risks Related to the Reference Asset

 

·Owning the notes is not the same as owning shares of the Reference Asset or a security directly linked to the Reference Asset. — The return on your notes will not reflect the return you would realize if you actually owned shares of the Reference Asset or a security directly linked to the performance of the Reference Asset and held that investment for a similar period. Your notes may trade quite differently from the Reference Asset. Changes in the level of the Reference Asset may not result in comparable changes in the market value of your notes. Even if the level of the Reference Asset increases during the term of the notes, the market value of the notes prior to maturity may not increase to the same extent. It is also possible for the market value of the notes to decrease while the level of the Reference Asset increases. In addition, any dividends or other distributions paid on the Reference Asset will not be reflected in the amount payable on the notes.
·You will not have any shareholder rights and will have no right to receive any shares of the Reference Asset at maturity. — Investing in your notes will not make you a holder of any shares of the Reference Asset. Neither you nor any other holder or owner of the notes will have any voting rights, any right to receive dividends or other distributions, or any other rights with respect to the Reference Asset.
·No delivery of shares of the Reference Asset. — The notes will be payable only in cash. You should not invest in the notes if you seek to have the shares of the Reference Asset delivered to you at maturity.
·Single equity risk. — The level of the Reference Asset can rise or fall sharply due to factors specific to the Reference Asset and the issuer of the Reference Asset (the “Reference Asset Issuer”), such as stock price volatility, earnings, financial conditions, corporate, industry and regulatory developments, management changes and decisions and other events, as well as general market factors, such as general stock market volatility and levels, interest rates and economic and political conditions. We urge you to review financial and other information filed periodically with the SEC by the Reference Asset Issuer. We are not affiliated with the Reference Asset Issuer and are not responsible for the Reference Asset Issuer’s public disclosure of information, whether contained in SEC filings or otherwise. We have not undertaken any independent review or due diligence of the SEC filings of the Reference Asset Issuer or of any other publicly available information regarding the Reference Asset Issuer.

 

 5 
 

 

·You must rely on your own evaluation of the merits of an investment linked to the Reference Asset. — In the ordinary course of their businesses, our affiliates from time to time may express views on expected movements in the level of the Reference Asset. One or more of our affiliates have published, and in the future may publish, research reports that express views on the Reference Asset. However, these views are subject to change from time to time. Moreover, other professionals who deal in the markets relating to the Reference Asset at any time may have significantly different views from those of our affiliates. You are encouraged to derive information concerning the Reference Asset from multiple sources, and you should not rely on the views expressed by our affiliates.
Neither the offering of the notes nor any views which our affiliates from time to time may express in the ordinary course of their businesses constitutes a recommendation as to the merits of an investment in the notes.

 

General Risk Factors

 

·Your investment is subject to the credit risk of Bank of Montreal. — Our credit ratings and credit spreads may adversely affect the market value of the notes. Investors are dependent on our ability to pay any amounts due on the notes, and therefore investors are subject to our credit risk and to changes in the market’s view of our creditworthiness. Any decline in our credit ratings or increase in the credit spreads charged by the market for taking our credit risk is likely to adversely affect the value of the notes.
·Potential conflicts. — We and our affiliates play a variety of roles in connection with the issuance of the notes, including acting as calculation agent. In performing these duties, the economic interests of the calculation agent and other affiliates of ours are potentially adverse to your interests as an investor in the notes. We or one or more of our affiliates may also engage in trading of shares of the Reference Asset on a regular basis as part of our general broker-dealer and other businesses, for proprietary accounts, for other accounts under management or to facilitate transactions for our customers. Any of these activities could adversely affect the level of the Reference Asset and, therefore, the market value of, and the payments on, the notes. We or one or more of our affiliates may also issue or underwrite other securities or financial or derivative instruments with returns linked or related to changes in the performance of the Reference Asset. By introducing competing products into the marketplace in this manner, we or one or more of our affiliates could adversely affect the market value of the notes.
·Our initial estimated value of the notes is lower than the price to public. — Our initial estimated value of the notes is only an estimate, and is based on a number of factors. The price to public of the notes exceeds our initial estimated value, because costs associated with offering, structuring and hedging the notes are included in the price to public, but are not included in the estimated value. These costs include any underwriting discount and selling concessions, the profits that we and our affiliates expect to realize for assuming the risks in hedging our obligations under the notes and the estimated cost of hedging these obligations.
·Our initial estimated value does not represent any future value of the notes, and may also differ from the estimated value of any other party. — Our initial estimated value of the notes as of the date hereof is derived using our internal pricing models. This value is based on market conditions and other relevant factors, which include volatility of the Reference Asset, dividend rates and interest rates. Different pricing models and assumptions could provide values for the notes that are greater than or less than our initial estimated value. In addition, market conditions and other relevant factors after the Pricing Date are expected to change, possibly rapidly, and our assumptions may prove to be incorrect. After the Pricing Date, the value of the notes could change dramatically due to changes in market conditions, our creditworthiness, and the other factors set forth herein and in the product supplement. These changes are likely to impact the price, if any, at which we or BMOCM would be willing to purchase the notes from you in any secondary market transactions. Our initial estimated value does not represent a minimum price at which we or our affiliates would be willing to buy your notes in any secondary market at any time.
·The terms of the notes were not determined by reference to the credit spreads for our conventional fixed-rate debt. — To determine the terms of the notes, we used an internal funding rate that represents a discount from the credit spreads for our conventional fixed-rate debt. As a result, the terms of the notes are less favorable to you than if we had used a higher funding rate.
·Certain costs are likely to adversely affect the value of the notes. — Absent any changes in market conditions, any secondary market prices of the notes will likely be lower than the price to public. This is because any secondary market prices will likely take into account our then-current market credit spreads, and because any secondary market prices are likely to exclude all or a portion of any underwriting discount and selling concessions, and the hedging profits and estimated hedging costs that are included in the price to public of the notes and that may be reflected on your account statements. In addition, any such price is also likely to reflect a discount to account for costs associated with establishing or unwinding any related hedge transaction, such as dealer discounts, mark-ups and other transaction costs. As a result, the price, if any, at which BMOCM or any other party may be willing to purchase the notes from you in secondary market transactions, if at all, will likely be lower than the price to public. Any sale that you make prior to the Maturity Date could result in a substantial loss to you.
·Lack of liquidity. — The notes will not be listed on any securities exchange. BMOCM may offer to purchase the notes in the secondary market, but is not required to do so. Even if there is a secondary market, it may not provide enough liquidity to allow you to trade or sell the notes easily. Because other dealers are not likely to make a secondary market for the notes, the price at which you may be able to trade the notes is likely to depend on the price, if any, at which BMOCM is willing to buy the notes.
·Hedging and trading activities. — We or any of our affiliates have carried out or may carry out hedging activities related to the notes, including purchasing or selling shares of the Reference Asset, futures or options relating to the Reference Asset or other derivative instruments with returns linked or related to changes in the performance on the Reference Asset. We or our affiliates may also trade in the Reference Asset or instruments related to the Reference Asset from time to time. Any of these hedging or trading activities on or prior to the Pricing Date and during the term of the notes could adversely affect the payments on the notes.
·Many economic and market factors will influence the value of the notes. — In addition to the level of the Reference Asset and interest rates on any trading day, the value of the notes will be affected by a number of economic and market factors that may either offset or magnify each other, and which are described in more detail in the product supplement.

 

 6 
 

 

·Significant aspects of the tax treatment of the notes are uncertain. — The tax treatment of the notes is uncertain. We do not plan to request a ruling from the Internal Revenue Service or from any Canadian authorities regarding the tax treatment of the notes, and the Internal Revenue Service or a court may not agree with the tax treatment described herein.
The Internal Revenue Service has released a notice that may affect the taxation of holders of “prepaid forward contracts” and similar instruments. According to the notice, the Internal Revenue Service and the U.S. Treasury are actively considering whether the holder of such instruments should be required to accrue ordinary income on a current basis. While it is not clear whether the notes would be viewed as similar to such instruments, it is possible that any future guidance could materially and adversely affect the tax consequences of an investment in the notes, possibly with retroactive effect.
Please read carefully the section entitled "U.S. Federal Tax Information" herein, the section entitled "Supplemental Tax Considerations–Supplemental U.S. Federal Income Tax Considerations" in the accompanying product supplement, the section entitled "United States Federal Income Taxation" in the accompanying prospectus and the section entitled "Certain Income Tax Consequences" in the accompanying prospectus supplement. You should consult your tax advisor about your own tax situation.

 

 7 
 

 

Examples of the Hypothetical Payment at Maturity for a $1,000 Investment in the Notes

 

The following table illustrates the hypothetical payments on a note at maturity, assuming that the notes are not automatically redeemed. The hypothetical payments are based on a $1,000 investment in the note, a hypothetical Initial Level of $100.00, a hypothetical Trigger Level of $56.00 (56.00% of the hypothetical Initial Level), a hypothetical Call Level of $100.00 (100.00% of the hypothetical Initial Level), a range of hypothetical Final Levels and the effect on the payment at maturity .

 

The hypothetical examples shown below are intended to help you understand the terms of the notes. If the notes are not automatically redeemed, the actual cash amount that you will receive at maturity will depend upon the Final Level of the Reference Asset. If the notes are automatically redeemed prior to maturity, the hypothetical examples below will not be relevant, and you will receive on the applicable Call Settlement Date, for each $1,000 principal amount, the principal amount plus the applicable Contingent Coupon.

 

As discussed in more detail above, your total return on the notes will also depend on the number of Contingent Coupon Dates on which the Contingent Coupon is payable. It is possible that the only payments on your notes will be the payment, if any, due at maturity. The payment at maturity will not exceed the principal amount, and may be significantly less.

 

Hypothetical Final Level Hypothetical Final Level Expressed
as a Percentage of the Initial Level
Payment at Maturity (Excluding
Coupons)
$200.00 200.00% $1,000.00
$180.00 180.00% $1,000.00
$160.00 160.00% $1,000.00
$140.00 140.00% $1,000.00
$120.00 120.00% $1,000.00
$100.00 100.00% $1,000.00
$90.00 90.00% $1,000.00
$80.00 80.00% $1,000.00
$70.00 70.00% $1,000.00
$60.00 60.00% $1,000.00
$56.00 56.00% $1,000.00
$55.99 55.99% $559.90
$40.00 40.00% $400.00
$20.00 20.00% $200.00
$0.00 0.00% $0.00

 

 8 
 

 

U.S. Federal Tax Information

 

By purchasing the notes, each holder agrees (in the absence of a change in law, an administrative determination or a judicial ruling to the contrary) to treat each note as a pre-paid contingent income-bearing derivative contract for U.S. federal income tax purposes. In the opinion of our counsel, Mayer Brown LLP, it would generally be reasonable to treat the notes as pre-paid contingent income-bearing derivative contracts in respect of the Reference Asset for U.S. federal income tax purposes. However, the U.S. federal income tax consequences of your investment in the notes are uncertain and the Internal Revenue Service could assert that the notes should be taxed in a manner that is different from that described in the preceding sentence. Please see the discussion in the accompanying product supplement under "Supplemental Tax Considerations—Supplemental U.S. Federal Income Tax Considerations—Notes Treated as Investment Units Consisting of a Debt Portion and a Put Option, as Pre-Paid Contingent Income-Bearing Derivative Contracts, or as Pre-Paid Derivative Contracts—Notes Treated as Pre-Paid Contingent Income-Bearing Derivative Contracts," which applies to the notes.

 

 9 
 

 

Supplemental Plan of Distribution (Conflicts of Interest)

 

BMOCM will purchase the notes from us at a purchase price reflecting the commission set forth on the cover hereof. BMOCM has informed us that, as part of its distribution of the notes, it will reoffer the notes to other dealers who will sell them. Each such dealer, or each additional dealer engaged by a dealer to whom BMOCM reoffers the notes, will receive a commission from BMOCM, which will not exceed the commission set forth on the cover page.  

 

Certain dealers who purchase the notes for sale to certain fee-based advisory accounts may forego some or all of their selling concessions, fees or commissions. The public offering price for investors purchasing the notes in these accounts may be less than 100% of the principal amount, as set forth on the cover page of this document. Investors that hold their notes in these accounts may be charged fees by the investment advisor or manager of that account based on the amount of assets held in those accounts, including the notes. 

 

We will deliver the notes on a date that is greater than one business day following the pricing date. Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), trades in the secondary market generally are required to settle in one business day, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes more than one business day prior to the issue date will be required to specify alternative settlement arrangements to prevent a failed settlement. 

 

We own, directly or indirectly, all of the outstanding equity securities of BMOCM, the agent for this offering. In accordance with FINRA Rule 5121, BMOCM may not make sales in this offering to any of its discretionary accounts without the prior written approval of the customer. 

 

You should not construe the offering of the notes as a recommendation of the merits of acquiring an investment linked to the Reference Asset or as to the suitability of an investment in the notes. 

 

BMOCM may, but is not obligated to, make a market in the notes. BMOCM will determine any secondary market prices that it is prepared to offer in its sole discretion. 

 

We may use this pricing supplement in the initial sale of the notes. In addition, BMOCM or another of our affiliates may use this pricing supplement in market-making transactions in any notes after their initial sale. Unless BMOCM or we inform you otherwise in the confirmation of sale, this pricing supplement is being used by BMOCM in a market-making transaction.

 

For a period of approximately three months following issuance of the notes, the price, if any, at which we or our affiliates would be willing to buy the notes from investors, and the value that BMOCM may also publish for the notes through one or more financial information vendors and which could be indicated for the notes on any brokerage account statements, will reflect a temporary upward adjustment from our estimated value of the notes that would otherwise be determined and applicable at that time. This temporary upward adjustment represents a portion of (a) the hedging profit that we or our affiliates expect to realize over the term of the notes and (b) any underwriting discount and the selling concessions paid in connection with this offering. The amount of this temporary upward adjustment will decline to zero on a straight-line basis over the three-month period. 

 

The notes and the related offer to purchase notes and sale of notes under the terms and conditions provided herein do not constitute a public offering in any non-U.S. jurisdiction, and are being made available only to individually identified investors pursuant to a private offering as permitted in the relevant jurisdiction. The notes are not, and will not be, registered with any securities exchange or registry located outside of the United States and have not been registered with any non-U.S. securities or banking regulatory authority. The contents of this document have not been reviewed or approved by any non-U.S. securities or banking regulatory authority. Any person who wishes to acquire the notes from outside the United States should seek the advice or legal counsel as to the relevant requirements to acquire these notes.

 

British Virgin Islands. The notes have not been, and will not be, registered under the laws and regulations of the British Virgin Islands, nor has any regulatory authority in the British Virgin Islands passed comment upon or approved the accuracy or adequacy of this document. This pricing supplement and the related documents shall not constitute an offer, invitation or solicitation to any member of the public in the British Virgin Islands for the purposes of the Securities and Investment Business Act, 2010, of the British Virgin Islands.

 

Cayman Islands. Pursuant to the Companies Law (as amended) of the Cayman Islands, no invitation may be made to the public in the Cayman Islands to subscribe for the notes by or on behalf of the issuer unless at the time of such invitation the issuer is listed on the Cayman Islands Stock Exchange. The issuer is not presently listed on the Cayman Islands Stock Exchange and, accordingly, no invitation to the public in the Cayman Islands is to be made by the issuer (or by any dealer on its behalf). No such invitation is made to the public in the Cayman Islands hereby.

 

Dominican Republic. Nothing in this pricing supplement constitutes an offer of securities for sale in the Dominican Republic. The notes have not been, and will not be, registered with the Superintendence of Securities Market of the Dominican Republic (Superintendencia del Mercado de Valores), under Dominican Securities Market Law No. 249-17 (“Securities Law 249-17”), and the notes may not be offered or sold within the Dominican Republic or to, or for the account or benefit of, Dominican persons (as defined under Securities Law 249-17 and its regulations). Failure to comply with these directives may result in a violation of Securities Law 249-17 and its regulations.

 

Israel. This pricing supplement is intended solely for investors listed in the First Supplement of the Israeli Securities Law of 1968, as amended. A prospectus has not been prepared or filed, and will not be prepared or filed, in Israel relating to the notes offered hereunder. The notes cannot be resold in Israel other than to investors listed in the First Supplement of the Israeli Securities Law of 1968, as amended.

 

No action will be taken in Israel that would permit an offering of the notes or the distribution of any offering document or any other material to the public in Israel. In particular, no offering document or other material has been reviewed or approved by the Israel Securities Authority. Any material provided to an offeree in Israel may not be reproduced or used for any other purpose, nor be furnished to any other person other than those to whom copies have been provided directly by us or the selling agents.

 

 10 
 

 

Nothing in this pricing supplement or any other offering material relating to the notes, should be considered as the rendering of a recommendation or advice, including investment advice or investment marketing under the Law For Regulation of Investment Advice, Investment Marketing and Investment Portfolio Management, 1995, to purchase any note. The purchase of any note will be based on an investor’s own understanding, for the investor’s own benefit and for the investor’s own account and not with the aim or intention of distributing or offering to other parties. In purchasing the notes, each investor declares that it has the knowledge, expertise and experience in financial and business matters so as to be capable of evaluating the risks and merits of an investment in the notes, without relying on any of the materials provided.

 

Mexico. The notes have not been registered with the National Registry of Securities maintained by the Mexican National Banking and Securities Commission and may not be offered or sold publicly in Mexico. This pricing supplement and the related documents may not be publicly distributed in Mexico. The notes may only be offered in a private offering pursuant to Article 8 of the Securities Market Law.

 

Switzerland. This pricing supplement is not intended to constitute an offer or solicitation to purchase or invest in any notes. Neither this pricing supplement nor any other offering or marketing material relating to the notes constitutes a prospectus compliant with the requirements of articles 35 et seq. of the Swiss Financial Services Act ("FinSA")) for a public offering of the notes in Switzerland and no such prospectus has been or will be prepared for or in connection with the offering of the notes in Switzerland.

 

Neither this pricing supplement nor any other offering or marketing material relating to the notes has been or will be filed with or approved by a Swiss review body (Prüfstelle). No application has been or is intended to be made to admit the notes to trading on any trading venue (SIX Swiss Exchange or on any other exchange or any multilateral trading facility) in Switzerland. Neither this pricing supplement nor any other offering or marketing material relating to the notes may be publicly distributed or otherwise made publicly available in Switzerland.

 

The notes may not be publicly offered, directly or indirectly, in Switzerland within the meaning of FinSA except (i) in any circumstances falling within the exemptions to prepare a prospectus listed in article 36 para. 1 FinSA or (ii) where such offer does not qualify as a public offer in Switzerland, provided always that no offer of notes shall require the Issuer or any offeror to publish a prospectus pursuant to article 35 FinSA in respect to such offer and that such offer shall comply with the additional restrictions set out below (if applicable). The Issuer has not authorised and does not authorise any offer of notes which would require the Issuer or any offeror to publish a prospectus pursuant to article 35 FinSA in respect of such offer. For purposes of this provision "public offer" shall have the meaning as such term is understood pursuant to article 3 lit. g and h FinSA and the Swiss Financial Services Ordinance ("FinSO").

 

The notes do not constitute participations in a collective investment scheme within the meaning of the Swiss Collective Investment Schemes Act. They are not subject to the approval of, or supervision by, the Swiss Financial Market Supervisory Authority ("FINMA"), and investors in the notes will not benefit from protection under CISA or supervision by FINMA.

 

Prohibition of Offer to Private Clients in Switzerland - No Key Information Document pursuant to article 58 FinSA (Basisinformationsblatt für Finanzinstrumente) or equivalent document under foreign law pursuant to article 59 para. 2 FinSA has been or will be prepared in relation to the notes. Therefore, the following additional restriction applies: Notes qualifying as "debt securities with a derivative character" pursuant to article 86 para. 2 FinSO may not be offered within the meaning of article 58 para. 1 FinSA, and neither this pricing supplement nor any other offering or marketing material relating to such notes may be made available, to any retail client (Privatkunde) within the meaning of FinSA in Switzerland.

 

The notes may also be sold in the following jurisdictions, provided, in each case, any sales are made in accordance with all applicable laws in such jurisdiction:

 

·Barbados
·Bermuda

 

 11 
 

 

Additional Information Relating to the Estimated Initial Value of the Notes

 

Our estimated initial value of the notes on the date hereof that is set forth on the cover hereof, equals the sum of the values of the following hypothetical components:

 

·a fixed-income debt component with the same tenor as the notes, valued using our internal funding rate for structured notes; and 
·one or more derivative transactions relating to the economic terms of the notes. 

 

The internal funding rate used in the determination of the initial estimated value generally represents a discount from the credit spreads for our conventional fixed-rate debt. The value of these derivative transactions is derived from our internal pricing models. These models are based on factors such as the traded market prices of comparable derivative instruments and on other inputs, which include volatility, dividend rates, interest rates and other factors. As a result, the estimated initial value of the notes on the Pricing Date was determined based on the market conditions on the Pricing Date. 

 

 12 
 

 

The Reference Asset

 

We have derived the following information from publicly available documents. We have not independently verified the accuracy or completeness of the following information. We are not affiliated with the Reference Asset Issuer and the Reference Asset Issuer will have no obligations with respect to the notes. This document relates only to the notes and does not relate to the shares of the Reference Asset. Neither we nor any of our affiliates participates in the preparation of the publicly available documents described below. Neither we nor any of our affiliates has made any due diligence inquiry with respect to the Reference Asset in connection with the offering of the notes. There can be no assurance that all events occurring prior to the date hereof, including events that would affect the accuracy or completeness of the publicly available documents described below and that would affect the trading price of the shares of the Reference Asset, have been or will be publicly disclosed. Subsequent disclosure of any events or the disclosure of or failure to disclose material future events concerning the Reference Asset could affect the price of the shares of the Reference Asset on each Observation Date and on the Valuation Date, and therefore could affect the payments on the notes.

 

The selection of the Reference Asset is not a recommendation to buy or sell the shares of the Reference Asset. Neither we nor any of our affiliates make any representation to you as to the performance of the shares of the Reference Asset. Information provided to or filed with the SEC under the Exchange Act and the Investment Company Act of 1940 relating to the Reference Asset may be obtained through the SEC’s website at http://www.sec.gov.

 

We encourage you to review recent levels of the Reference Asset prior to making an investment decision with respect to the notes.

 

Micron Technology, Inc. manufactures memory and storage technologies. Information filed by the company with the SEC under the Exchange Act can be located by reference to its SEC file number: 001-10658, or its CIK Code: 0000723125. Its common stock is listed on the Nasdaq Global Select Market under the ticker symbol “MU.”

 

 13 
 

 

Validity of the Notes

 

In the opinion of Osler, Hoskin & Harcourt LLP, the issue and sale of the notes has been duly authorized by all necessary corporate action of the Bank in conformity with the Senior Indenture, and when this pricing supplement has been attached to, and duly notated on, the master note that represents the notes, the notes will have been validly executed and issued and, to the extent validity of the notes is a matter governed by the laws of the Province of Ontario, or the laws of Canada applicable therein, and will be valid obligations of the Bank, subject to the following limitations (i) the enforceability of the Senior Indenture may be limited by the Canada Deposit Insurance Corporation Act (Canada), the Winding-up and Restructuring Act (Canada) and bankruptcy, insolvency, reorganization, receivership, moratorium, arrangement or winding-up laws or other similar laws affecting the enforcement of creditors’ rights generally; (ii) the enforceability of the Senior Indenture may be limited by equitable principles, including the principle that equitable remedies such as specific performance and injunction may only be granted in the discretion of a court of competent jurisdiction; (iii) pursuant to the Currency Act (Canada) a judgment by a Canadian court must be awarded in Canadian currency and that such judgment may be based on a rate of exchange in existence on a day other than the day of payment; and (iv) the enforceability of the Senior Indenture will be subject to the limitations contained in the Limitations Act, 2002 (Ontario), and such counsel expresses no opinion as to whether a court may find any provision of the Senior Debt Indenture to be unenforceable as an attempt to vary or exclude a limitation period under that Act. This opinion is given as of the date hereof and is limited to the laws of the Provinces of Ontario and the federal laws of Canada applicable thereto. In addition, this opinion is subject to customary assumptions about the trustee’s authorization, execution and delivery of the Indenture and the genuineness of signatures and certain factual matters, all as stated in the letter of such counsel dated March 25, 2025, which has been filed as Exhibit 5.3 to Bank of Montreal’s Form 6-K filed with the SEC and dated March 25, 2025.

 

In the opinion of Mayer Brown LLP, when this pricing supplement has been attached to, and duly notated on, the master note that represents the notes, and the notes have been issued and sold as contemplated herein, the notes will be valid, binding and enforceable obligations of Bank of Montreal, entitled to the benefits of the Senior Indenture, subject to applicable bankruptcy, insolvency and similar laws affecting creditors’ rights generally, concepts of reasonableness and equitable principles of general applicability (including, without limitation, concepts of good faith, fair dealing and the lack of bad faith). This opinion is given as of the date hereof and is limited to the laws of the State of New York. Insofar as this opinion involves matters governed by the laws of the Province of Ontario, or the laws of Canada applicable therein, Mayer Brown LLP has assumed, without independent inquiry or investigation, the validity of the matters opined on by Osler, Hoskin & Harcourt LLP, Canadian legal counsel for the issuer, in its opinion expressed above. This opinion is subject to customary assumptions about the trustee’s authorization, execution and delivery of the Senior Indenture and the genuineness of signatures and to such counsel’s reliance on the Bank of Montreal and other sources as to certain factual matters, all as stated in the legal opinion of Mayer Brown LLP dated March 25, 2025, which has been filed with the SEC as an exhibit to a report on Form 6-K by the Bank of Montreal on March 25, 2025.

 

 

14

 

 

FAQ

What does Ford’s Form 144 filed on 07/01/2025 disclose?

It discloses a proposed sale of 30,000 Ford common shares valued at $330,000 under Rule 144.

How significant is the 30,000-share sale relative to Ford’s float?

The sale equals about 0.0008 % of the 3.9 billion shares outstanding, an immaterial amount.

When were the shares being sold originally acquired?

Through RSU vestings on 03/02/2021 (5,424 shares), 03/04/2022 (13,949), and 03/04/2024 (10,627).

Which broker will execute the sale for the insider?

The trade is to be executed by UBS Financial Services, Inc., New York.

Does the filing mention a Rule 10b5-1 trading plan?

No date of plan adoption or instructions under Rule 10b5-1 was provided in the filing.
MicroSectors™ Energy 3X Leveraged ETN

NYSE:WTIU

WTIU Rankings

WTIU Latest News

WTIU Latest SEC Filings

WTIU Stock Data

1.50M
Commercial Banking
Commercial Banks, Nec
Link
Canada
TORONTO