加拿大帝国商业银行美股招股说明书(2025-12-22版)

Leveraged Index Return Notes®Linked to theRussell 1000®Value Index Maturity of approximately five years122.00% leveraged upside exposure to increases in the Index1-to-1 downside exposure to decreases in the Index, with up to 100.00% of the principal amount at riskAll payments occur at maturity and are subject to the credit risk of Canadian Imperial Bank of CommerceNo periodic interest paymentsIn addition to the underwriting discount set forth below, the notes include a hedging-related charge of $0.05 perunit. See “Structuring the Notes”Limited secondary market liquidity, with no exchange listingThe notes are unsecured debt securities and are not savings accounts or insured deposits of a bank. The notesare not insured or guaranteed by the Canada Deposit Insurance Corporation, the U.S. Federal Deposit InsuranceCorporation or any other governmental agency of the United States, Canada, or any other jurisdiction The notes are being issued by Canadian Imperial Bank of Commerce (“CIBC”). There are important differences between thenotes and a conventional debt security, including different investment risks and certain additional costs. See “Risk Factors”and “Additional Risk Factors” beginning on page TS-6 of this term sheet and “Risk Factors” beginning on page PS-7 ofproduct supplement EQUITY LIRN-1. The initial estimated value of the notes as of the pricing date is $9.415 per unit, which is less than the public offering pricelisted below.See “Summary” on the following page, “Risk Factors” beginning on page TS-6 of this term sheet and “Structuring theNotes” on page TS-12 of this term sheet for additional information. The actual value of your notes at any time will reflect many factorsand cannot be predicted with accuracy. None of the Securities and Exchange Commission (the “SEC”), any state securities commission, or any other regulatory body hasapproved or disapproved of these securities or determined if this Note Prospectus (as defined below) is truthful or complete. Anyrepresentation to the contrary is a criminal offense. Public offering priceUnderwriting discountProceeds, before expenses, to CIBC Summary The Leveraged Index Return Notes®Linked to the Russell 1000®Value Index, due December 27, 2030 (the “notes”) are our seniorunsecured debt securities. The notes are not guaranteed or insured by the Canada Deposit Insurance Corporation, the U.S. FederalDeposit Insurance Corporation or any other governmental agency of the United States, Canada or any other jurisdiction or secured bycollateral. The notes are not bail-inable debt securities (as defined on page 6 of the prospectus).The notes will rank equally with allof our other unsecured and unsubordinated debt. Any payments due on the notes, including any repayment of principal, willbe subject to the credit risk of CIBC.The notes provide you a leveraged return, if the Ending Value of the Market Measure, which isthe Russell 1000®Value Index (the “Index”), is greater than the Starting Value. If the Ending Value is equal to the Starting Value, youwill receive the principal amount of your notes. If the Ending Value is less than the Starting Value, you will lose all or a portion of theprincipal amount of your notes. Any payments on the notes will be calculated based on the $10 principal amount per unit and willdepend on the performance of the Index, subject to our credit risk. See “Terms of the Notes” below. The economic terms of the notes (including the Participation Rate) are based on our internal funding rate, which is the rate we wouldpay to borrow funds through the issuance of market-linked notes, and the economic terms of certain related hedging arrangements. Ourinternal funding rate is typically lower than the rate we would pay when we issue conventional fixed rate debt securities. This differencein funding rate, as well as the underwriting discount and the hedging-related charge and certain service fee described below, reducedthe economic terms of the notes to you and the initial estimated value of the notes on the pricing date. Due to these factors, the publicoffering price you pay to purchase the notes is greater than the initial estimated value of the notes. On the cover page of this term sheet, we have provided the initial estimated value for the notes. This initial estimated value wasdetermined based on our pricing models, and was based on our internal funding rate on the pricing date, market conditions and otherrelevant factors existing at that time, and our assumptions about market parameters. For more information about the initial estimatedvalue and the structuring of the notes, see “Structuring the Notes” on page TS-12. Redemption Amount Determination Terms of the Notes On the maturity date, you will receive a cash payment per unit determined asfollows: Leveraged Index Return Notes® Linked to the Russell 1000®Value Index, due December 27, 2030 The terms and risks of the notes are contained in this term sheet and in the following: