蒙特利尔银行美股招股说明书(2025-12-11版)

US$ 1,436,000Senior Medium-Term Notes, Series KCallable Barrier Notes with Contingent Coupons due November 12, 2027 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 ofprincipal if the notes are redeemed prior to maturity. Investors should be willing to have their notes redeemed prior to maturity, be willing to forego any potentialto participate in any increase in the level of the Reference Assets 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 0.845% per month (approximately 10.14% per annum) if the closing level of each of the S&P 500® Index, the Russell 2000®Index, and the SPDR®S&P Regional Banking ETF (each, a "Reference Asset"and, collectively, the "Reference Assets") on the applicable monthly Observation Date is greater than or equal to its Coupon Barrier Level. However, if the closinglevel of any 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 June 09, 2026, Bank of Montreal may, in its discretion, elect to call the notes in whole, but not in part, on any Observation Date (an "Issuer Call"). If Bank of Montreal elects to call the notes, investors will receive their principal amount plus any Contingent Coupon otherwise due on the Contingent CouponPayment Date following the Issuer Call (the "Call Settlement Date"). After the notes are redeemed pursuant to an Issuer Call, investors will not receive anyadditional payments in respect of the notes. The notes do not guarantee any return of principal at maturity. Instead, if the notes are not redeemed pursuant to an Issuer Call, the payment at maturity will be If the notes are not subject to an Issuer Call and a Trigger Event has occurred, investors will lose 1% of the principal amount for each 1% decrease in the level ofthe Least Performing Reference Asset (as defined below) from its Initial Level to its Final Level. In such a case, you will receive a cash amount at maturity that isless than the principal amount. 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 DepositInsurance Corporation Act (the “CDIC Act”). Terms of the Notes: 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 prospectussupplement 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 FederalDeposit 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 $980.62 per $1,000 in principal amount. However, as discussed in more detail below, the actual value of the notes at any BMO CAPITAL MARKETS 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 andsupersedes all other prior or contemporaneous oral statements as well as any other written materials including preliminary or indicativepricing terms, correspondence, trade ideas, structures for implementation, sample structures, fact sheets, brochures or other educational You may access these documents on the SEC website at www.sec.gov as follows (or if such address has changed, by reviewing our filingsfor the relevant date on the SEC website): Product supplement dated March 25, 2025:https://www.sec.gov/Archives/edgar/data/927971/000121465925004743/b324250424b2.htmProspectus supplement dated March 25, 2025 and prospectus dated March 25, 2025:https://www.sec.gov/Archives/edgar/data/927971/000119312525062081/d840917d424b5.htmOur 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. Selected Risk Considerations An investment in the notes involves significant risks. Investing in the notes is not