The Bank of Nova Scotia filed a free writing prospectus on November 5, 2026, disclosing terms for Contingent Income Auto-Callable Securities with Memory Coupon due on or about November 16, 2028, linked to the worst performing of Apple Inc., Amazon.com, Inc., and Alphabet Inc. Class A common stock.

Key Highlights

  • Stated principal: $1,000.00 per security, with a minimum investment of $1,000 (1 security).
  • Contingent quarterly coupon: $25.90 per security (equivalent to 10.36% per annum) if all three underlying stocks close at or above 50.00% of their initial share prices on a determination date.
  • Memory coupon feature: Previously unpaid coupons accumulate and are paid on the next determination date when all underlying stocks meet the coupon threshold, though no interest accrues on unpaid amounts.
  • Call threshold: 100.00% of each stock's initial share price; if all three stocks meet this level on any non-final determination date, the securities are automatically redeemed at par plus any due coupons.
  • Downside threshold: 50.00% of each stock's initial share price; if any stock falls below this level at maturity, the payment at maturity will be less than 50.00% of the stated principal amount and could be as low as zero.
  • Estimated value on pricing date: Expected to be between $938.90 and $968.90 per security, against a $1,000.00 stated principal amount.
  • Commission: $20.00 per stated principal amount; the securities will not be listed on any securities exchange or electronic communications network.

Bank of Nova Scotia's Structured Note Terms: Worst-of Basket, Memory Coupon, and Principal Risk

According to the filing, The Bank of Nova Scotia (NYSE: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, 2028. The CUSIP is 06419UCH6 and the ISIN is US06419UCH68. The filing states that "the securities do not guarantee any return of principal at maturity" and that "all payments on the securities are subject to the credit risk of BNS."

The contingent quarterly coupon of $25.90 per security is payable only if the closing prices of all three underlying stocks (Apple Inc., Amazon.com, Inc., and Alphabet Inc. Class A) are greater than or equal to their respective coupon threshold prices, set at 50.00% of each stock's initial share price, on a given determination date. The memory coupon feature means that if a coupon is missed because any stock falls below its threshold, that unpaid coupon accumulates and is paid on the next date when all stocks meet the threshold. However, the filing notes that "no interest will accrue or be paid on any previously unpaid contingent quarterly coupons."

At maturity, if the final share price of any underlying stock is less than its downside threshold price (50.00% of its initial share price), the payment at maturity equals the stated principal amount plus the stated principal amount multiplied by the underlying return of the worst performing stock. The filing's hypothetical payout table illustrates that a -60.00% change in the worst performing stock would result in a $400.00 payment, and a -100.00% change would result in $0.00. The filing was made pursuant to Rule 433 under Registration Statement No. 333-298611.

What Was Disclosed

The Bank of Nova Scotia filed a free writing prospectus disclosing the preliminary terms of structured notes linked to Apple, Amazon, and Alphabet, including coupon conditions, a memory coupon feature, automatic call provisions, principal-at-risk terms, and an estimated pricing-date value of $938.90 to $968.90 per security.