Group Eleven Resources Corp. — Capital/Financing Update 2026

Apr 10, 2026

The National Bank of Canada (the "Bank") short form base shelf prospectus dated June 27, 2024, as amended or supplemented, including by the Amendment No. 1 dated March 11, 2026, the prospectus supplement entitled NBC Auto Callable Contingent Income Note Securities (no direct currency exposure) Program dated June 27, 2024, as amended or supplemented and the pricing supplement No. ACCI7245 dated April 10, 2026 (the "Pricing Supplement") (together, the "Prospectus"), containing important information relating to the Note Securities described in this document, have been filed with the securities regulatory authorities in each of the provinces and territories of Canada. A copy of the Prospectus is required to be delivered with this document. This document does not provide full disclosure of all material facts relating to the Note Securities offered. Prospective investors should read the Prospectus, and any amendment thereto, for disclosure of those facts, especially risk factors relating to the Note Securities offered, before making an investment decision. Capitalized terms used herein and not otherwise defined have the meaning ascribed thereto in the Prospectus. The Note Securities constitute Fund Linked Note Securities under the Prospectus.

NBC NOTE SECURITIES

NBC Auto Callable Contingent Income Note Securities (Maturity-Monitored Barrier) linked to the American market (USD), Class F, due on April 30, 2031

OFFER PERIOD:

April 13, 2026 to April 24, 2026

ISSUANCE DATE:

April 30, 2026

INVESTMENT HIGHLIGHTS:

• Reference Portfolio:

Reference Asset Name	Reference Asset Ticker	Price Source	Closing Level	Reference Asset Type	Reference Asset Weight
Units of the State Street® SPDR® S&P 500® ETF Trust	SPY	NYSE Arca	Closing price	Exchange-traded fund	100%

• Coupon Payment Threshold: -30.00%
• Coupon Payment Frequency: Monthly, as set forth in Schedule A
• Call Frequency: Monthly, starting in October 2026, as set forth in Schedule A
• Call Threshold: 10.00%
• Participation Factor: 0.00%
• Currency: American dollars
• Early Trading Charge: No early trading charge
• Daily secondary market available under normal market conditions

The Reference Asset Return for the Reference Asset is a price return, and will not take into account dividends and/or distributions paid by the issuer on account of the Reference Asset. As of April 2, 2026, the dividends and/or distributions paid on account of the Reference Asset in the Reference Portfolio represented an annual indicative yield of 1.10%, representing an aggregate yield of approximately 5.50% over the term of the Note Securities, assuming that the dividends and/or distributions remain constant and are not reinvested.

→ Should you have any questions, do not hesitate to contact your advisor.

FUNDSERV CODE: NBC31836

NATIONAL BANK

Dated April 10, 2026

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Sample Return Calculations

The following examples are included for illustration purposes only. The amounts and all other variables used are hypothetical, are rounded for illustration purposes and are not forecasts or projections. No assurance can be given that the results shown in these examples will be achieved.

Example 1: The Note Securities are not automatically called prior to the Maturity Date and the Reference Portfolio Return is negative and lower than the Barrier on the Final Valuation Date.

Cash Flow Summary
Sum of Coupon Payments	US$3.87 (6 Coupon Payments)
Maturity Redemption Payment	US$50.00
Total Payments	US$53.87 (Annual compounded return of -11.64%)

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Example 2: The Note Securities are not automatically called prior to the Maturity Date and the Reference Portfolio Return is negative but higher than the Barrier on the Final Valuation Date.

Cash Flow Summary
Sum of Coupon Payments	US$38.70 (60 Coupon Payments)
Maturity Redemption Payment	US$100.00
Total Payments	US$138.70 (Annual compounded return of 6.76%)

Example 3: The Note Securities are automatically called prior to the Maturity Date since the Reference Portfolio Return is higher than the Call Threshold on the first Call Valuation Date.

Cash Flow Summary
Sum of Coupon Payments	US$3.87 (6 Coupon Payments)
Maturity Redemption Payment	US$100.00
Total Payments	US$103.87 (Annual compounded return of 7.87%)

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Summary of the Offering

Issuer Credit Rating:	Long-Term Non Bail-inable Senior Debt rated DBRS: AA / S&P: A+ / Moody's: Aa2 / Fitch: AA-. The Note Securities have not been rated by any rating agencies.
Principal Amount:	US$100
Minimum Subscription:	US$500 (5 Note Securities)
Final Valuation Date:	April 23, 2031
Maturity Date:	April 30, 2031
Maturity Redemption Payment:	Because the Participation Factor is 0%, there will be no Variable Return payable.
The Maturity Redemption Payment per Note Security will be as follows:
(i) if the Reference Portfolio Return is equal to or higher than the Call Threshold on a Call Valuation Date, the Note Securities will be automatically called on the applicable Call Date and the Maturity Redemption Payment will be equal to US$100; or
(ii) if the Note Securities are not automatically called and the Reference Portfolio Return is positive or is nil or negative but equal to or higher than the Barrier on the Final Valuation Date, the Maturity Redemption Payment will be equal to US$100; or
(iii) if the Note Securities are not automatically called and the Reference Portfolio Return is negative and lower than the Barrier on the Final Valuation Date, the Maturity Redemption Payment will be equal to US$100 × [1 + Reference Portfolio Return].
Except for the Coupon Payments during the term of the Note Securities, investors should understand from the foregoing that they will be entitled to a single payment under the Note Securities on either the Maturity Date or a Call Date. If the Note Securities are automatically called, the investment in the Note Securities will terminate as of the applicable Call Date and as such, Holders will receive the Maturity Redemption Payment applicable to such Call Date and not the Maturity Redemption Payment that they would have otherwise been entitled to on a subsequent Call Date or on the Maturity Date if the Note Securities had not been called.
Notwithstanding the foregoing, the Maturity Redemption Payment will be subject to a minimum of 1% of the Principal Amount.
Variable Return:	Because the Participation Factor is 0%, there will be no Variable Return payable.
Variable Return Threshold:	N/A
Reference Portfolio Return:	On any day, the weighted average return of the Reference Assets calculated as the sum of the Weighted Reference Asset Return of each of the Reference Assets comprising the Reference Portfolio.
Weighted Reference Asset Return:	For each Reference Asset contained in the Reference Portfolio and on any day, the product of (i) the Reference Asset Return and (ii) the Reference Asset Weight.
Reference Asset Return:	For each Reference Asset contained in the Reference Portfolio and on any day, a number, expressed as a percentage, calculated as follows:
(Closing Level + Initial Level) - 1
The Reference Asset Return for the Reference Asset is a price return, and will not take into account dividends and/or distributions paid by the issuer on account of the Reference Asset.
Initial Level:	The Closing Level on the Issuance Date.
Final Level:	The Closing Level on the Call Valuation Date and the Final Valuation Date.
Coupon Payment Feature:	Provided that the Reference Portfolio Return is equal to or higher than the Coupon Payment Threshold on the applicable Coupon Payment Valuation Date, Holders will be entitled to receive a Coupon Payment of US$0.645 (equivalent to 0.645% of the Principal Amount of each Note Security) on the applicable Coupon Payment Date, as set forth in the Pricing Supplement.
Dealers:	National Bank Financial Inc. ("NBF") and Desjardins Securities Inc. (the "Dealers"). Desjardins Securities Inc. will act as Independent Dealer. The Dealers will act as agents in connection with the offering and sale of the Note Securities.
Listing and Secondary Market:	The Note Securities will not be listed on any securities exchange or quotation system. NBF intends to maintain until the Final Valuation Date (or until a Call Valuation Date, if the Note Securities are automatically called (i.e., redeemed) prior to the Maturity Date), under normal market conditions, a daily secondary market for the Note Securities. If the price or the level of a Reference Asset is not reported or published or, in an applicable case, if the trading in a Reference Asset is disrupted or suspended, or if any other Market Disruption Event occurs, NBF will generally deem that normal market conditions do not exist. NBF may, in its sole discretion, stop maintaining a market for the Note Securities at any time without any prior notice to Holders. There can be no assurance that a secondary market will develop or, if one develops, that it will be liquid.
In addition, any sale of Note Securities facilitated by NBF may be subject to an early trading charge, deductible from the sale proceeds of the Note Securities. Holders who have purchased Note Securities using the Fundserv network will be limited to the Fundserv network to sell Note Securities. Holders will thereby need to initiate an irrevocable request to sell the Note Securities to NBF. Provided the order is received before 1:00 p.m. (Montreal time) or such other time as may be established by NBF (the "Sale Deadline Time") on any Business Day, the request will be treated on the same day. Any request received after such time or on a day that is not a Business Day will be deemed to be a request sent and received before the Sale Deadline Time on the following Business Day.
Eligibility for Investment:	Eligible for RRSPs, RRIFs, RESPs, RDSPs, DPSPs, TFSAs and FHSAs. See "Eligibility for Investment" in the Prospectus.

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Suitability for Investment

The Note Securities are not suitable for all investors. In determining whether the Note Securities are a suitable investment for you, please consider that:

• the Note Securities provide no guaranteed Coupon Payments and if the Reference Portfolio Return is lower than the Coupon Payment Threshold on a Coupon Payment Valuation Date, you will receive no Coupon Payment on the related Coupon Payment Date, and you will receive no Coupon Payments over the term of the Note Securities if this occurs on all Coupon Payment Valuation Dates;
• the Note Securities provide no protection for your original principal investment and if (i) the Reference Portfolio Return is lower than the Call Threshold on every Call Valuation Date and is lower than the Barrier on the Final Valuation Date, and (ii) the sum of the resulting Maturity Redemption Payment and the aggregate Coupon Payments paid during the term of the Note Securities is less than the Principal Amount, you will receive an amount which is less than your original principal investment over the term of the Note Securities;
• you will not be entitled to any return beyond the Coupon Payments and the repayment of your original principal investment;
• your Note Securities will be redeemed automatically prior to the Maturity Date if on any Call Valuation Date the Reference Portfolio Return is equal to or higher than the Call Threshold;
• your investment strategy should be consistent with the investment features of the Note Securities;
• your investment time horizon should correspond with the term of the Note Securities; and
• your investment will be subject to the risk factors summarized in the section “Risk Factors” in the Prospectus.

Risk Factors

The Note Securities differ from conventional debt and fixed income investments; repayment of the entire Principal Amount is not guaranteed. The Note Securities entail downside risk and are not designed to be alternatives to conventional debt or fixed income investments or money market instruments.

Investing in the Note Securities involves risks described under “Risk Factors” in the Prospectus, including, without limitation, the section therein entitled “Certain Risk Factors related to the Fund Linked Note Securities”. Purchasers are urged to read the information about these risks, together with the other information in the Prospectus, before investing in the Note Securities. Holders who are not prepared to accept the risks described in the Prospectus should not invest in the Note Securities.

NOTICE

The Note Securities will not constitute deposits that are insured under the Canada Deposit Insurance Corporation Act or any other deposit insurance regime designed to ensure the payment of all or a portion of a deposit upon insolvency of the deposit taking institution.

Amounts paid to Holders will depend on the performance of the Reference Portfolio. None of the Bank, its affiliates, the Dealers, or any other person or entity guarantees that Holders will receive an amount equal to their original investment in the Note Securities or guarantees that any return will be paid on the Note Securities. Since the Note Securities are not protected and the Principal Amount will be at risk (other than the minimum Maturity Redemption Payment of 1% of the Principal Amount), it is possible that Holders could lose some or substantially all of their original investment in the Note Securities.

For the various risks associated with such an investment, please see the “Risk Factors” section of this document and the “Risk Factors” section in the Prospectus. Any prospective investor must be able to bear the risks involved and must meet the suitability requirements of the Note Securities. Please see the section “Suitability of the Note Securities for Investors” in the Prospectus.

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SCHEDULE A

Call Dates, Coupon Payment Dates and Valuation Dates

The following dates are subject to postponement in certain circumstances as described in the Prospectus.

Coupon Payment Valuation Dates/ Call Valuation Dates	Coupon Payment Dates/ Call Dates
May 22, 2026	June 1, 2026*
June 22, 2026	June 30, 2026*
July 23, 2026	July 30, 2026*
August 24, 2026	August 31, 2026*
September 23, 2026	October 1, 2026*
October 23, 2026	October 30, 2026
November 20, 2026	November 30, 2026
December 21, 2026	December 30, 2026
January 25, 2027	February 1, 2027
February 22, 2027	March 1, 2027
March 22, 2027	March 30, 2027
April 23, 2027	April 30, 2027
May 21, 2027	June 1, 2027
June 22, 2027	June 30, 2027
July 23, 2027	July 30, 2027
August 23, 2027	August 30, 2027
September 23, 2027	October 1, 2027
October 25, 2027	November 1, 2027
November 22, 2027	November 30, 2027
December 20, 2027	December 30, 2027
January 24, 2028	January 31, 2028
February 22, 2028	February 29, 2028
March 23, 2028	March 30, 2028
April 24, 2028	May 1, 2028
May 19, 2028	May 30, 2028
June 22, 2028	June 30, 2028
July 24, 2028	July 31, 2028
August 23, 2028	August 30, 2028
September 25, 2028	October 3, 2028
October 23, 2028	October 30, 2028

• The Note Securities are not callable on such dates.

Coupon Payment Valuation Dates/ Call Valuation Dates	Coupon Payment Dates/ Call Dates
November 22, 2028	November 30, 2028
December 20, 2028	December 29, 2028
January 23, 2029	January 30, 2029
February 21, 2029	February 28, 2029
March 23, 2029	April 2, 2029
April 23, 2029	April 30, 2029
May 22, 2029	May 30, 2029
June 22, 2029	July 3, 2029
July 23, 2029	July 30, 2029
August 23, 2029	August 30, 2029
September 24, 2029	October 2, 2029
October 23, 2029	October 30, 2029
November 23, 2029	November 30, 2029
December 20, 2029	December 31, 2029
January 23, 2030	January 30, 2030
February 21, 2030	February 28, 2030
March 25, 2030	April 1, 2030
April 23, 2030	April 30, 2030
May 22, 2030	May 30, 2030
June 21, 2030	July 2, 2030
July 23, 2030	July 30, 2030
August 23, 2030	August 30, 2030
September 23, 2030	October 1, 2030
October 23, 2030	October 30, 2030
November 22, 2030	December 2, 2030
December 19, 2030	December 30, 2030
January 23, 2031	January 30, 2031
February 21, 2031	February 28, 2031
March 24, 2031	March 31, 2031
April 23, 2031	Maturity Date*