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The Bank of Nova Scotia (BNS) is marketing senior unsecured Trigger Autocallable Notes linked to the Nasdaq-100 Index (NDX). The preliminary terms outline a five-year structure (trade date 18 Jul 2025, maturity 23 Jul 2030) with quarterly observation dates beginning after the first year. The note is automatically called if NDX closes at or above the initial level (the call threshold) on any observation date. If called, investors receive the principal plus a fixed 鈥榗all return鈥�; the return accrues at 7.80 % 鈥� 8.45 % per annum and rises from 7.80 % after one year to a maximum 39 % at final maturity.

• Face amount: $10 per note; minimum purchase 100 notes ($1,000).
• Downside threshold: 75 % of the initial NDX level. If the notes are not called and NDX closes below this barrier on the final valuation date, principal is reduced one-for-one with the index decline; investors could lose their entire investment.
• Credit exposure: Payments depend solely on BNS鈥檚 ability to pay; the notes are not CDIC or FDIC insured and are not bail-inable under Canadian law.
• Estimated value: $9.27 鈥� $9.57, below the $10 issue price, reflecting structuring and distribution costs and BNS鈥檚 internal funding rate.
• Distribution: Scotia Capital (USA) will sell to UBS at a $0.25 per-note discount; both firms may act as market makers but are not obliged to provide liquidity.

Key risk factors highlighted by the issuer include: (i) loss of principal if the downside threshold is breached at maturity; (ii) no periodic interest; (iii) limited secondary market and potential bid-ask concessions; (iv) early call reinvestment risk; (v) valuation and hedging conflicts of interest; (vi) tax uncertainty for both U.S. and non-U.S. holders.

Investor profile: the notes suit investors who expect NDX to stay flat or rise modestly, are comfortable with equity-linked downside, can tolerate illiquidity, and are willing to rely on BNS credit. They are unsuitable for investors seeking full principal protection, dividend participation, or unlimited upside.

Overall, the product offers a clearly defined, capped return path in exchange for significant downside and credit risk鈥攅ffectively transforming equity exposure into a fixed call payoff profile funded at a small discount to par.

The Bank of Nova Scotia (BNS) is offering Autocallable Buffered Equity-Linked Notes linked to the common stock of NVIDIA Corporation (NVDA). The notes are senior, unsecured and unsubordinated obligations of BNS issued under its Senior Note Program, Series A. They do not pay periodic interest and will be issued at 100% of principal on 22 July 2025 (T+5 settlement).

Key economic terms

• Principal amount: $1,000 per note; minimum investment $1,000.
• Term: approximately 24 months, maturing 14 July 2027 unless automatically called.
• Initial price of NVDA (strike): $164.92 (close on 11 July 2025).
• Automatic call observation: 23 July 2026. If NVDA closes at or above the initial price, investors receive on 27 July 2026:
  鈥� $1,000 + ($1,000 脳 21.50%) = $1,215 per note; no further payments.
• If not called, payment at maturity depends on NVDA鈥檚 final price:
  • Above initial price 鈥� full upside exposure (no cap).
  • 0% to 鈥�20% decline 鈥� positive return equal to the absolute decline (max 20%), capped at $1,200.
  • Below 鈥�20% 鈥� investor loses 1.25% for every additional 1% drop (buffer rate 125%), exposing principal to up to 100% loss.
• Buffer: 20% (buffer price $131.936).
• Initial estimated value: $939.21鈥�$969.21, below issue price due to selling commissions (1.50%) and hedging costs.
• Listing: none; secondary market liquidity solely at dealers鈥� discretion.
• Issuer credit: Payments depend on BNS鈥檚 ability to pay; the notes are not CDIC or FDIC insured.

Risk highlights

• Principal at risk; accelerated downside beyond 20% decline.
• No interest or dividends; return limited to 21.5% if called.
• Estimated value below offer price implies negative yield at issuance.
• Market value may be volatile and influenced by BNS hedging, NVDA price moves, interest-rate changes and BNS credit perception.
• Notes are subject to conflicts of interest: Scotia Capital (USA) Inc. (affiliate) and Goldman Sachs act as dealers and hedging counterparties.

Use of proceeds 鈥� general corporate purposes. Underwriter proceeds to BNS are 98.50% of face value.

Investors should assess suitability carefully, noting the complex payoff, potential total loss of capital and limited liquidity.

Form 4 Insider Transaction 鈥� Antero Midstream (AM)

Director David H. Keyte reported acquiring 2,042 shares of Antero Midstream common stock on 07/10/2025. The transaction price was recorded at $0.00, lifting his direct beneficial ownership to 105,206 shares. No shares were disposed of and no derivative securities activity was reported.

JPMorgan Chase Financial Company LLC is offering $500,000 of Auto Callable Dual Directional Contingent Buffered Equity Notes due July 14, 2027 that are fully and unconditionally guaranteed by JPMorgan Chase & Co. The notes are linked to the price performance of the Technology Select Sector SPDR庐 Fund (XLK).

Key economic terms

• Issue price: $1,000 per note; minimum investment $10,000
• Strike Date: July 9, 2025  |  Maturity: July 14, 2027 (鈮� 2 years)
• Automatic call: if XLK鈥檚 closing price on the single Review Date (July 22, 2026) is at or above the Share Strike Price ($257.83), investors receive $1,000 plus a 12.45 % call premium on July 27, 2026, ending the investment early.
• Contingent buffer: 20 %. If at final valuation XLK is 20 % or less below the strike, investors receive a positive 鈥渁bsolute鈥� return equal to the magnitude of the decline (maximum 20 %).
• Upside participation: uncapped 1:1 exposure to any Fund appreciation if notes are not called.
• Downside risk: if XLK falls more than 20 %, principal is reduced 1 % for every 1 % drop beyond the buffer; investors can lose all principal.
• Estimated value at pricing: $975.20 (2.48 % below issue price) reflecting structuring & distribution costs, including $15 selling commission per $1,000.

Cash-flow profile

The payoff is path-dependent: (1) single observation automatic call with 12.45 % premium; (2) at maturity, dual-directional positive return up to +20 % if XLK is within 卤20 % of strike; (3) uncapped upside above strike; (4) linear downside below 鈭�20 %.

Credit & liquidity considerations

• Unsecured & unsubordinated obligations of JPMorgan Chase Financial; repayment depends on both issuer and JPMorgan Chase & Co. credit profiles.
• The notes will not be listed; JPMS may provide secondary market liquidity, but bid prices are expected below issue price and can be materially affected by internal funding rates and hedging costs.

Cost structure

• Total selling commissions: $7,500 (1.5 % of face value).
• Net proceeds to issuer: $492,500 after fees.
• Internal estimated value derived from a debt component plus derivatives priced with proprietary models.

Principal risks highlighted

• Loss of principal if XLK declines > 20 %.
• Reinvestment risk if automatically called after one year.
• Sector concentration risk: technology stocks exhibit higher volatility, rapid obsolescence and regulatory exposure.
• Potential conflicts of interest in pricing and hedging by JPMorgan affiliates.

Investor profile

Suitable for investors who (i) have a moderately bullish or range-bound view on XLK over two years, (ii) can tolerate full principal loss and issuer credit risk, and (iii) seek enhanced return potential relative to direct XLK exposure in exchange for foregoing dividends and liquidity.

Gilder Gagnon Howe & Co. LLC (GGHC) filed Amendment No. 6 to Schedule 13G reporting ownership of 862,085 Class A shares of OneWater Marine Inc. (NASDAQ: ONEW) as of 30 June 2025. The position represents 5.3 % of the outstanding class, crossing the 5 % threshold that requires public disclosure.

GGHC, a registered broker-dealer, reports no sole or shared voting power but retains shared dispositive power over the entire stake, indicating the shares are likely held in customer or discretionary accounts rather than for strategic control. The filer certifies the investment is made in the ordinary course of business with no intent to influence management or pursue a change of control. No other entities or group members are disclosed, and the certification is signed by Chief Compliance Officer Laura Esposito on 14 July 2025.

Overview. The Bank of Nova Scotia (BNS) is offering $1.33 million in aggregate principal amount of Autocallable Contingent Coupon Notes, Series A, due 14 July 2028, linked to the common stock of Amazon.com, Inc. (AMZN). The notes are senior, unsubordinated and unsecured debt obligations of BNS; all payments are subject to the bank鈥檚 credit risk and are not insured by the CDIC or FDIC.

Key economic terms.

• Principal Amount: $1,000 per note (minimum purchase $1,000).
• Trade / Issue / Maturity: 11 Jul 2025  / 16 Jul 2025 (T+3)  / 14 Jul 2028 (鈮�3-year tenor).
• Reference Asset: Amazon.com common stock (Bloomberg: AMZN UW).
• Initial Value: $225.02 (11 Jul 2025 close).
• Barrier & Contingent Coupon Barrier: $157.51 (70 % of Initial Value).
• Contingent Coupon: $25.10 per note per quarter (10.04 % p.a.) paid only if AMZN鈥檚 closing price on the relevant observation date 鈮� $157.51.
• Automatic Call: Notes are mandatorily redeemed at $1,000 plus the coupon if AMZN closes 鈮� $225.02 on any quarterly Call Observation Date; first call can occur 13 Oct 2025.
• Payment at Maturity (if not called):
  • If Final Value 鈮� Barrier 鈫� return of principal plus final coupon (if due).
  • If Final Value < Barrier 鈫� $1,000 + ($1,000 脳 Reference Asset Return); investors lose 1 % of principal for each 1 % AMZN falls below the Initial Value, up to 100 % loss.

Pricing & fees. The original issue price is 100 % of face value. Underwriting commission is 2.00 % ($20 per note). BNS鈥� initial estimated value is $968 per $1,000 note, 3.2 % below the offering price, reflecting internal funding rates, hedging and distribution costs.

Risk highlights. Investors face (i) full downside exposure below the 30 % buffer, (ii) uncertainty of receiving any contingent coupons, (iii) early-call reinvestment risk, (iv) limited liquidity as the notes will not be listed and market-making is discretionary, (v) conflicts of interest because Scotia Capital Inc. acts both as calculation agent and distributor, and (vi) taxation uncertainties outlined under U.S. and Canadian rules.

Illustrative performance. Hypothetical examples show: 1) a 1.50 % total return if AMZN rises above the Initial Value in the first quarter and the note is called; 2) the same modest 1.50 % total return after three years if AMZN finishes down 15 % but above the barrier; 3) a 50 % loss of principal if AMZN ends 50 % lower.

Investor profile. Suitable only for investors who: accept BNS credit risk, can tolerate the possibility of no income and full principal loss, seek elevated contingent coupons, are comfortable with AMZN single-stock volatility, and are willing to hold to maturity absent a call or liquid secondary market.

Thrivent Financial for Lutherans has filed Amendment No. 5 to its Schedule 13G disclosing current ownership in John B. Sanfilippo & Son Inc. (JBSS) as of 31 March 2025.

Key details:

• Total beneficial ownership: 964,671 common shares.
• Ownership percentage: 10.7 % of the 9,040,641 shares outstanding (per JBSS 10-Q filed 29 Jan 2025).
• Sole voting / dispositive power: 5,123 shares (held in the Thrivent Financial Defined Benefit Plan Trust).
• Shared voting / dispositive power: 959,548 shares held by registered investment companies advised by Thrivent and its wholly-owned subsidiary, Thrivent Asset Management.
• Purpose of amendment: Corrects previously misstated percentages caused by a system error in identifying total shares outstanding across equity classes.
• Thrivent certifies the stake is held in the ordinary course of business and not to influence control of JBSS.
• Crossing the 10 % threshold classifies Thrivent as a 鈥�10 % beneficial owner.鈥� This may trigger additional Section 16 reporting obligations.

No new purchase data are provided; the change reflects data correction rather than incremental share accumulation.

Bank of Nova Scotia (BNS) is offering 1,914,170 units of senior unsecured Autocallable Strategic Accelerated Redemption Securities linked to the S&P 500 Index (SPX). Each unit has a $10 face value, generating a total issue size of $19.14 million. The notes price on 10 July 2025, settle on 17 July 2025 and mature on 28 July 2028, unless automatically called earlier.

Key structural features:

• Automatic call observation dates: approx. 1, 2 and 3 years after pricing (17 Jul 2026, 23 Jul 2027, 21 Jul 2028).
• Starting / Threshold / Call Level: 6,280.46 (100% of initial SPX level).
• Call payouts (per $10 unit): $10.887 (8.87%) year 1, $11.774 (17.74%) year 2, $12.661 (26.61%) year 3.
• Downside risk: if not called and SPX closes below the Threshold on final date, investor incurs a 1-for-1 loss; entire principal is at risk.
• No coupons; return limited to the call premium, regardless of index appreciation beyond the cap.
• Unsecured & unsubordinated; payments subject to BNS credit risk.

Economics & fees:

• Public offer price: $10.00; underwriting discount $0.20; hedging-related charge $0.05.
• Initial estimated value: $9.67, 鈮�3.3% below offer price, reflecting internal funding spread and structuring costs.
• Proceeds to BNS (before expenses): $18.76 million.
• Limited secondary liquidity; no exchange listing; dealers may repurchase at negotiated prices only.

Risk highlights (TS-7):

• No principal protection; 100% downside exposure if SPX ends below start level and note not called.
• Performance may trail a direct investment in SPX due to capped return and lack of dividends.
• Valuation sensitive to BNS credit spreads, market volatility and dealer hedging; trading market not expected to develop.
• Complex U.S./Canadian tax treatment; Section 871(m) withholding risk, CRA policy changes and FATCA reporting may apply.

Strategic view: the structure converts equity market exposure into a capped, path-dependent payoff that may suit investors who expect the S&P 500 to remain flat-to-moderately positive over the next three years and are comfortable with full principal risk and limited liquidity. For BNS, the issuance provides sub-benchmark funding versus comparable fixed-rate debt, but given its modest size it is not material to capital or earnings.

The Bank of Nova Scotia (BNS) is offering senior unsecured Market-Linked Securities that combine three key features: (1) monthly contingent coupons of at least 17.90% per annum, (2) an auto-call mechanism beginning in January 2026, and (3) 70% contingent downside protection at maturity. Payments are tied to the lowest-performing of Apple (AAPL), Broadcom (AVGO) and Microsoft (MSFT). If on any monthly calculation day the worst stock closes at or above its start price, the notes are redeemed early at par plus that month鈥檚 coupon. Otherwise they continue until the next observation.

If the notes are not auto-called, investors receive the full principal only when the worst stock鈥檚 final price is at least 70% of its start price. Should that stock finish below the 70% downside threshold, the maturity payment falls dollar-for-dollar with the decline, exposing holders to losses greater than 30% and up to 100% of principal. Investors never participate in any appreciation of any of the three shares; upside is limited to the stream of coupons.

The preliminary estimated value is 88.474%鈥�91.474% of face, reflecting embedded dealer spread and hedging costs. The securities price at $1,000 with a selling concession of up to 2.575% and are expected to settle on August 4, 2025 and mature July 27, 2028, unless called earlier. They will not be listed on any exchange, and secondary liquidity, if any, will be provided solely by Scotia Capital (USA) Inc. All payments are subject to BNS credit risk; the notes are not insured by CDIC or FDIC.

• Coupon threshold = 70% of the respective start price for each stock.
• Auto-call observations: monthly from Jan-2026 to Jun-2028.
• Calculation agent: Scotia Capital Inc. (affiliate of issuer).
• Denomination: $1,000 and multiples thereof; CUSIP 06419DBL6.

The offering is directed at investors comfortable with complex structures, potential illiquidity and full downside exposure below the 70% barrier, in exchange for a high conditional yield.