丰业银行美股招股说明书(2026-07-16版)

The Bank of Nova ScotiaSenior Note Program, Series A Market Linked Securities—Auto-Callable with Fixed Coupon and Contingent DownsidePrincipal at Risk Securities Linked to the Lowest Performing of the Dow Jones IndustrialAverage®and the S&P 500®Index due July 17, 2030 ■Linked to thelowest performingof the Dow Jones Industrial Average®and the S&P 500®Index (each referred to as an “Index”) ■Unlike ordinary debt securities, the securities do not repay a fixed amount of principal at stated maturity and are subject to potential automatic call prior to statedmaturity upon the terms described below. Whether the securities are automatically called prior to stated maturity and, if they are not automatically called,whether you receive the face amount of your securities at stated maturity will depend, in each case, on the closing level of the lowest performing Index on therelevant call date or the final calculation day, as applicable. The lowest performing Index on any call date or the final calculation day, as applicable, is the Indexthat has the lowest closing level on such day as a percentage of its starting level ■Fixed Coupon.The securities will pay a fixed coupon payment on a quarterly basis until the earlier of stated maturity or automatic call. The coupon rate is5.85% per annum ■Automatic Call.If the closing level of the lowest performing Index on any of the quarterly call dates from the call date preceding the coupon payment datescheduled to occur in July 2027 to the call date preceding the coupon payment date scheduled to occur in April 2030, inclusive, isgreater than or equal toitscall threshold level, the securities will be automatically called for the face amount plus a final coupon payment. The call threshold level for each Index is equalto 105% of its starting level. ■Potential Loss of Principal.If the securities are not automatically called prior to stated maturity, you will receive, in addition to the coupon payment, the faceamount at stated maturity if,and only if, the closing level of the lowest performing Index on the final calculation day is greater than or equal to its downsidethreshold level. If the closing level of the lowest performing Index on the final calculation day is less than its downside threshold level, you will lose more than25%, and possibly all, of the face amount of your securities. The downside threshold levelfor each Index is equal to 75% of its starting level ■If the securities are not automatically called prior to stated maturity, you will have full downside exposure to the lowest performing Index from its starting level ifits closing level on the final calculation day isless thanits downside threshold level, but you will not participate in any appreciation of any Index and will notreceive any dividends on securities included in any Index ■Your return on the securities will depend solely on the performance of the Index that is the lowest performing Index on each applicable call date or the finalcalculation day, as applicable.You will not benefit in any way from the performance of a better performing Index.Therefore, you will be adversely affected ifanyIndex performs poorly, even if another Index performs favorably ■All payments on the securities are subject to the credit risk of The Bank of Nova Scotia (the “Bank”) The estimated value of the securities as determined by the Bank as of the pricing date is $956.27 (95.627%) per security. See “The Bank's Estimated Value of theSecurities” in this pricing supplement for additional information. The securities have complex features and investing in the securities involves risks not associated with an investment in conventional debt securities. See“Selected Risk Considerations” beginning on page P-10 herein and “Risk Factors” beginning on page PS-3 of the accompanying product supplement,beginning on page S-2 of the accompanying prospectus supplement and on page 8 of the accompanying prospectus. Scotia Capital (USA) Inc., our affiliate, has agreed to purchase the securities from the Bank for distribution to other registered broker dealers including WellsFargo Securities, LLC (“WFS”). Scotia Capital (USA) Inc. or any of its affiliates or agents may use this pricing supplement in market-making transactions insecurities after their initial sale. If you are buying securities from Scotia Capital (USA) Inc. or another of its affiliates or agents, this pricing supplement may beused in a market-making transaction. See “Supplemental Plan of Distribution (Conflicts of Interest)” in the accompanying product supplement. The securities are senior unsecured debt obligations of the Bank, and, accordingly, all payments are subject to credit risk. The securities are not insured by theCanada Deposit Insurance Corporation pursuant to the Canada Deposit Insurance Corporation Act (the “CDIC Act”) or the U.S. Federal Deposit InsuranceCorporation or any other governmental agency of Canada, the United States or any other jurisdiction. Neither the