Bank of Nova Scotia Files FWP for New Securities Offering

TL;DR

**BNS filed an FWP, likely prepping a new securities offering.**

AI Summary

On March 24, 2026, the Bank of Nova Scotia (CIK: 0000009631) filed a Free Writing Prospectus (FWP) under Securities Act Rules 163/433. This filing, with SEC Accession No. 0001839882-26-016620, indicates the bank is likely marketing new securities to investors. For shareholders, this matters because new security offerings can dilute existing shares or signal the bank's need for capital, potentially impacting future earnings or dividend policies.

Why It Matters

This FWP filing signals that the Bank of Nova Scotia is actively engaging with investors to potentially issue new securities, which could affect the bank's capital structure and future financial performance.

Risk Assessment

Risk Level: medium — While an FWP itself isn't inherently risky, it indicates a potential new offering that could dilute existing shares or increase the company's debt burden, depending on the type of securities.

Analyst Insight

A smart investor would monitor subsequent filings from Bank of Nova Scotia (CIK: 0000009631) for details on the specific type and terms of the securities being offered, as this will determine the impact on existing shareholders.

Key Players & Entities

• BANK OF NOVA SCOTIA (company) — the filer and subject of the FWP
• 0000009631 (company) — CIK for Bank of Nova Scotia
• 2026-03-24 (date) — the filing date of the FWP
• 0001839882-26-016620 (dollar_amount) — SEC Accession Number for the filing

FAQ

Key Financial Figures

• $1,000 — Face Amount (Original Offering Price) $1,000 per security Automatic Call Feature
• $455.00 — 45.50% of the face amount, or at least $455.00 per $1,000 face amount of the securitie
• $3.00 — n securities, we may pay a fee of up to $3.00 per security to selected securities dea
• $880.00 — alue of the securities would be between $880.00 (88.000%) and $904.80 (90.480%) per $1,
• $904.80 — would be between $880.00 (88.000%) and $904.80 (90.480%) per $1,000 face amount. See "

Filing Documents

• bns_fwp-10679.htm (FWP) — 77KB
• image1.gif (GRAPHIC) — 8KB
• image2.gif (GRAPHIC) — 70KB
• 0001839882-26-016620.txt ( ) — 186KB

From the Filing

Filed Pursuant to Rule 433 Dated March 24, 2026 Registration No. 333-282565 The Bank of Nova Scotia Senior Note Program, Series A Equity Linked Securities Market Linked Securities – Auto-Callable with Leveraged Upside Participation and Contingent Absolute Return and Contingent Downside Principal at Risk Securities Linked to the Lowest Performing of the common stock of Amazon.com, Inc., the common stock of Microsoft Corporation and the common stock of Oracle Corporation due April 2, 2029 Term Sheet to the Preliminary Pricing Supplement dated March 24, 2026 Summary of Terms Issuer The Bank of Nova Scotia (the "Bank") Market Measures The common stock of Amazon.com, Inc. (Bloomberg Ticker: AMZN), the common stock of Microsoft Corporation (Bloomberg Ticker: MSFT) and the common stock of Oracle Corporation (Bloomberg Ticker: ORCL) (each referred to as an "Underlying Stock", and collectively as the "Underlying Stocks"). Pricing Date* March 27, 2026 Issue Date* April 1, 2026 Face Amount (Original Offering Price) $1,000 per security Automatic Call Feature If the stock closing price of the lowest performing Underlying Stock on the call date is greater than or equal to its starting price, the securities will be automatically called and, on the call settlement date, you will be entitled to receive a cash payment per security in U.S. dollars equal to the face amount plus the call premium. Call Date* April 1, 2027, subject to postponement Call Settlement Date Three business days after the call date, subject to postponement Call Premium At least 45.50% of the face amount, or at least $455.00 per $1,000 face amount of the securities (to be determined on the pricing date) Maturity Payment Amount (per Security) If the securities are not automatically called, then on the stated maturity date, you will be entitled to receive a cash payment per security in U.S. dollars equal to: if the ending price of the lowest performing Underlying Stock on the final calculation day is greater than its starting price: $1,000 + ($1,000 underlying stock return of the lowest performing Underlying Stock upside participation rate); if the ending price of the lowest performing Underlying Stock on the final calculation day is less than or equal to its starting price and greater than or equal to its threshold price: $1,000+ ($1,000 absolute value return of the lowest performing Underling Stock); or if the ending price of the lowest performing Underlying Stock on the final calculation day is less than its threshold price: $1,000 + ($1,000 underlying stock return of the lowest performing Underlying Stock) Final Calculation Day March 27, 2029, subject to postponement April 2, 2029, subject to postponement Lowest Performing Underlying Stock For the call date and the final calculation day, the "lowest performing Underlying Stock" will be the Underlying Stock with the lowest underlying stock return on that day. Starting Price With respect to each Underlying Stock, its stock closing price on the pricing date Ending Price The "ending price" of an Underlying Stock will be its stock closing price on the final calculation day. Threshold Price With respect to each Underlying Stock, 50% of its starting price Upside Participation Rate 350% Underlying Stock Return The percentage change of an Underlying Stock from its starting price to its stock closing price on the call date or on the final calculation day, as applicable, measured as follows: (stock closing price – starting price) / starting price Absolute Value Return: With respect to each Underlying Stock, the "absolute value return" is the absolute value of its underlying stock return. For example, a -5% underlying stock return will result in a +5% absolute value return. Calculation Agent Scotia Capital Inc., an affiliate of the Bank Denominations $1,000 and any integral multiple of $1,000 Agents** Scotia Capital (USA) Inc. and Wells Fargo Securities, LLC ("WFS"). WFS will receive a discount of up to 2.575%; dealers, including Wells Fargo Advisors, LLC ("WFA"), may receive a selling concession of up to 2.00%, and WFA may receive a distribution expense fee of 0.075%. CUSIP / ISIN 06419HK52 / US06419HK521 Material Canadian and U.S. Tax Consequences See the preliminary pricing supplement. * Subject to change. ** In respect of certain securities, we may pay a fee of up to $3.00 per security to selected securities dealers for marketing and other services in connection with the distribution of the securities to other securities dealers. Hypothetical Payout Profile*** *** Assumes the call premium is equal to the minimum of call premium specified herein. If the securities are automatically called, the positive return on the securities will be limited to the call premium, and you will not participate in any appreciation of the lowest performing Underlying Stock, which may be significan

View Full Filing

View this FWP filing on SEC EDGAR