加拿大丰业银行美股招股说明书(2025-07-11版)

The notes will not bear interest.The amount that you will be paid on your notes at maturity (expected to be July 7, 2027) is based onIndex(each, a “reference asset”) as measuredfrom the trade date (expected to be July 21, 2025) to and including the valuation date (expected to be July 1, 2027). The amount that you will be paid on your notes at maturity is based on the performance of the least performing reference asset, which isthe reference asset with the lowest reference asset return. The reference asset return of each reference asset is the percentage increase or decrease from its initial level to its final level. At maturity, for each $1,000 principal amount of your notes, you will receive an amount in ●if the final level ofeachreference asset isgreater thanorequal toits initial level (the reference asset return ofeachreference assetiszero or positive), the maximum payment amount; or ●if the final level ofanyreference asset isless thanits initial level (the reference asset return ofanyreference asset isnegative), Following the determination of the initial levels, the amount you will be paid on your notes at maturity will not be affected by the closinglevel of any reference asset on any day other than the valuation date.In addition, no payments on your notes will be made prior toInvestment in the notes involves certain risks. You should refer to “Additional Risks” beginning on page P-14 of this pricingsupplement and “Additional Risk Factors Specific to the Notes” beginning on page PS-6 of the accompanying product “Additional Information Regarding Estimated Value of the Notes” on the following page and “Additional Risks” beginning on page P-14 ofthis document for additional information. The actual value of your notes at any time will reflect many factors and cannot be predicted withPer NoteTotal Proceeds to The Bank of Nova Scotia1At least 99.50%$For additional information regarding the fees comprising the underwriting commissions, see “Supplemental Plan of Distribution(Conflicts of Interest)” herein. Neither the United States Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved prospectus, prospectus supplement, underlier supplement or product supplement. Any representation to the contrary is acriminal offense.The notes are not insured by the Canada Deposit Insurance Corporation (the “CDIC”) pursuant to the Canada Deposit of Canada, the United States or any other jurisdiction.Scotia Capital (USA) Inc.GoldmanSachs &Co. LLC investment risks and the credit risk of the Bank. As used in this pricing supplement, the “Bank,” “we,” “us” or “our” refers to TheBank of Nova Scotia. The notes will not be listed on any U.S. securities exchange or automated quotation system.The return on your notes will relate to the price return of the least performing reference asset and will not include a total return or asset. By acquiring the notes, you will not have a direct economic or other interest in, claim or entitlement to, or any legal orbeneficial ownership of any such share, unit or security and will not have any rights as a shareholder, unitholder or other securityholder of any of the issuers including, without limitation, any voting rights or rights to receive dividends or other distributions.Scotia Capital (USA) Inc. (“SCUSA”), our affiliate, will purchase the notes from us for distribution to other registered broker dealers. SCUSA or any of its affiliates or agents may use this pricing supplement in market-making transactions in notes after theirinitial sale. Unless we, SCUSA or another of our affiliates or agents selling such notes to you informs you otherwise in the The information in this “Summary” section is qualified by the more detailed information set forth in this pricing supplement,the accompanying prospectus, prospectus supplement and product supplement, each filed with the SEC. See “Additional Terms of Your Notes” in this pricing supplement. Senior Note Program, Series A 06418VF90 / US06418VF904 Type of Notes:Digital NotesReference Assets:TheRussell 2000®Index(Bloomberg Ticker:RTY)and the S&P 500®Index(Bloomberg Ticker: SPX). We may refer to the Russell 2000®Index as the “RTY” and the S&P 500®Index as the “SPX” herein.Minimum Investment andDenominations:$1,000 and integral multiples of $1,000 in excess thereofPrincipal Amount:$1,000 per note; $[•] in the aggregate for all the notes; the aggregate principalamount of the notes may be increased if the Bank, at its sole option, decides to sellan additional amount of the notes on a date subsequent to the date of the final Original Issue Date:Expected to be July 24, 2025We expect that delivery of the notes will be made against payment therefor on orabout the 3rd business day following the date of pricing of the notes (this settlementcycle being referred to as “T+3”). Under Rule 15c6-1 of the Securities Exchange Actof 1934, as amended, trades in the secondary market generally are required to settlein