加拿大帝国商业银行美股招股说明书(2025-07-18版)

For each $1,000 in principal amount of the notes, the Payment at Maturity will be a cash amount equal to:If the Final Level is greater than the Initial Level, the lesser of: (1)$1,000 + ($1,000 × Percentage Change × 200%); and (2)$1,000 + ($1,000 × Maximum Return) If the Final Level is equal to or less than the Initial Level but greater than or equal to the Buffer Level:$1,000 If the Final Level is less than the Buffer Level:$1,000 + [$1,000 × (Percentage Change + 15%)]The notes do not pay interest. The notes will not be listed on any securities exchange.The notes will be issued in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof.The notes are unsecured obligations of the Bank and any payment on the notes is subject to the credit risk of the Bank. Thenotes will not constitute deposits insured by the Canada Deposit Insurance Corporation, the U.S. Federal Deposit InsuranceCorporation, or any other government agency or instrumentality of Canada, the United States or any other jurisdiction. The prospectus supplement or prospectus is truthful or complete. Any representation to the contrary is a criminal offense.Investing in the notes involves risks not associated with an investment in ordinary debt securities. See “Additional RiskFactors” beginning on pagePS-7 of this pricing supplement, and “Risk Factors” beginning on pageS-1 of the accompanying underlying supplement, pageS-1 of the prospectus supplement and page1 of the prospectus.Price to Public (Initial Issue Price)(1)Underwriting Discount(1)(2)Proceeds to Issuer$1,000.00$1.50$998.50 (1)Because certain dealers who purchase the notes for sale to certain fee-based advisory accounts may forgo some or all of their commissions orselling concessions, the price to public for investors purchasing the notes in these accounts will be $998.50 per note.(2)CIBC World Markets Corp. (“CIBCWM”), acting as agent for the Bank, will receive a commission of $1.50 (0.15%) per $1,000 principalamount of the notes. CIBCWM may use a portion or all of its commission to allow selling concessions to other dealers in connection with thedistribution of the notes. The other dealers may forgo, in their sole discretion, some or all of their selling concessions. See “Supplemental Plan of Distribution (Conflicts of Interest)” on pagePS-13 of this pricing supplement.The initial estimated value of the notes on the Trade Date as determined by the Bank is $987.50 per $1,000 principal amount of the supplement dated September5, 2023 (the “prospectus supplement”) and the Equity Index Underlying Supplement dated September5,2023 (the “underlying supplement”). Information in this pricing supplement supersedes information in the underlying supplement, the will have the meanings set forth in the underlying supplement, the prospectus supplement or the prospectus. underlying supplement, the prospectus supplement and the prospectus. This pricing supplement may be used only for the purpose forwhich it has been prepared. No one is authorized to give information other than that contained in this pricing supplement and the assume that the information contained in or incorporated by reference in this pricing supplement or the accompanying underlyingsupplement, the prospectus supplement or the prospectus is accurate as of any date other than the date of the applicable document. Our business, financial condition, results of operations and prospects may have changed since that date. Neither this pricing supplementnor the accompanying underlying supplement, the prospectus supplement or the prospectus constitutes an offer, or an invitation onbehalf of us or CIBCWM, to subscribe for and purchase any of the notes and may not be used for or in connection with an offer orsolicitation by anyone in any jurisdiction in which such an offer or solicitation is not authorized or to any person to whom it isunlawful to make such an offer or solicitation. Bank of Commerce and not to any of our subsidiaries, unless we state otherwise or the context otherwise requires.You may access the underlying supplement, the prospectus supplement and the prospectus on the SEC website www.sec.gov asfollows (or if such address has changed, by reviewing our filing for the relevant date on the SEC website):Underlying supplement dated September5, 2023: https://www.sec.gov/Archives/edgar/data/1045520/000110465923098166/tm2322483d94_424b5.htmProspectus dated September5, 2023:https://www.sec.gov/Archives/edgar/data/1045520/000110465923098163/tm2325339d10_424b3.htmPS-1 Approximately two years The return on the notes cannot exceed the Maximum Return. This is thehypotheticalBuffer Level. PS-4 Example 1: The Percentage Change Is 50.00%. The Final Level is 1,500.00, resulting in a Percentage Change of 50.00%. In this example, the Final Level is greater than the InitialLevel, and the positive Percentage Change multiplied by the Upside Participation Rate of 200% exceeds the Maximum Return of $1,000 + ($