The Bank of Nova Scotia filed a free writing prospectus on November 12, 2026, disclosing terms for a structured note linked to the lowest performing of Constellation Energy Corporation and NVIDIA Corporation common stock, with a stated maturity date of November 23, 2029.

Key Highlights

  • Face amount: $1,000 per security, denominated in U.S. dollars.
  • Auto-call feature: If the lowest performing underlying stock closes at or above 90% of its starting price on November 24, 2027, the securities are automatically called and investors receive the face amount plus a call premium of 40.00% ($400.00 per $1,000).
  • Upside participation rate: At least 310%, to be determined on the pricing date of November 19, 2026.
  • Downside threshold: 60% of each underlying stock's starting price; if the lowest performer falls below this level at the final calculation day, investors bear full downside exposure and "will lose more than 40%, and possibly all, of the face amount."
  • Estimated value: If the securities priced on the filing date, the estimated value would be between $900.37 (90.037%) and $930.37 (93.037%) per $1,000 security.
  • Agent discount: Wells Fargo Securities, LLC will receive a discount of up to 2.575%; dealers including Wells Fargo Advisors, LLC may receive a selling concession of up to 2.00% and a distribution expense fee of 0.075%.
  • CUSIP / ISIN: 06419UDG7 / US06419UDG76.

Structure and Payout Terms of the Linked Securities

According to the filing, The Bank of Nova Scotia (the "Bank") is offering Market Linked Securities under its Senior Note Program, Series A, filed pursuant to Rule 433 under Registration No. 333-298611. The securities are linked to the common stock of Constellation Energy Corporation (Bloomberg Ticker: CEG) and NVIDIA Corporation (Bloomberg Ticker: NVDA), with the payout at all times determined solely by the stock that is the "lowest performing Underlying Stock" on the relevant measurement date.

The filing discloses three possible maturity outcomes if the securities are not automatically called. First, if the ending price of the lowest performer exceeds its starting price, investors receive $1,000 plus $1,000 multiplied by the underlying stock return and the upside participation rate (at least 310%). Second, if the ending price is below the starting price but at or above the 60% threshold price, investors receive exactly $1,000. Third, if the ending price falls below the 60% threshold price, investors receive $1,000 plus $1,000 multiplied by the underlying stock return, meaning losses are applied in full with no downside buffer beyond the threshold. The filing states explicitly that investors "will lose more than 40%, and possibly all, of the face amount" in this scenario.

The calculation agent is disclosed as Scotia Capital Inc., an affiliate of the Bank. The filing notes that no periodic interest will be paid on the securities and that the Bank's estimated value is lower than the original offering price, citing the inclusion of dealer spread and projected hedging profit. The preliminary pricing supplement is referenced for full material Canadian and U.S. tax consequences, and the filing cautions that "the securities have complex features and investing in the securities involves risks not associated with an investment in conventional debt securities."

What Was Disclosed

The Bank of Nova Scotia filed a term sheet for auto-callable, principal-at-risk structured notes due November 23, 2029, linked to the lower of CEG and NVDA stock performance, with a 40% call premium, at least 310% upside participation, a 60% downside threshold, and an estimated issuance value below the $1,000 face amount.