Jaeger Resources Corp. — Capital/Financing Update 2020

May 27, 2020

Pricing Supplement No. 1523 to the Short Form Base Shelf Prospectus dated March 11, 2020 and the Prospectus Supplement thereto dated March 11, 2020.

No securities regulatory authority has expressed an opinion about these securities and it is an offence to claim otherwise. This pricing supplement together with the short form base shelf prospectus dated March 11, 2020 and the prospectus supplement dated March 11, 2020 to which it relates, as amended or supplemented, and each document incorporated by reference into such prospectus, constitutes a public offering of these securities only in those jurisdictions where they may be lawfully offered for sale and therein only by persons permitted to sell such securities.

The securities to be issued hereunder have not been, and will not be, registered under the United States Securities Act of 1933, as amended and, subject to certain exceptions, may not be offered, sold or delivered, directly or indirectly, in the United States of America or for the account or benefit of U.S. persons.

May 27, 2020

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The Bank of Nova Scotia Senior Notes (Principal at Risk Notes) Index Linked Notes

BNS S&P/TSX 60™ Absolute Return Buffer Notes, Series 1F (CAD) Maximum $30,000,000 (300,000 Notes) Due June 5, 2024 Principal at Risk Notes

The Bank of Nova Scotia (the “Bank”) is offering up to $30,000,000 BNS S&P/TSX 60™ Absolute Return Buffer Notes, Series 1F (CAD) (the “Notes”). The Notes are designed for investors who are seeking an investment product with exposure to the S&P/TSX 60™ Index (the “Index”), which represents the large-cap segment of the Canadian equity market. Whether there is a return on the Notes and whether the Principal Amount is returned at maturity is based on the price performance of the Index. The Maturity Redemption Amount will never exceed $129.00 per Note. The return on the Notes will not reflect the total return that an investor would receive if such investor owned the securities included in the Index. The Notes offer a positive return at maturity if the Index Return on the Final Valuation Date is greater than or equal to -29.00%, other than if the Index Return on the Final Valuation Date is equal to 0.00%, in which case investors will only receive the Principal Amount at maturity. If the Final Index Level on the Final Valuation Date is greater than or equal to the Buffer Level (which is 71.00% of the Initial Index Level and represents an Index Return of -29.00%), investors will receive the Principal Amount and will benefit from the absolute value of the Index Return on maturity of the Notes subject to a 100.00% Participation Rate and a maximum return of 29.00% over the Principal Amount per Note (the “Capped Return”, which is equal to $29.00 per Note and is equivalent to an annualized compound return of approximately 6.57% over the 4 year term of the Notes); for example, if the Index Return on the Final Valuation Date is -10.00% an investor will receive a return of $10.00 per Note. If the Final Index Level on the Final Valuation Date is less than the Buffer Level, a holder of the Notes will be fully exposed to any negative price performance of the Index, as adjusted by the Buffer (29.00% applied only if the Index Return is less than -29.00% with up to 71.00% of the Principal Amount at risk), meaning that a substantial amount of such holder’s investment may be lost (subject to a minimum principal repayment of $29.00 per Note). See “Suitability for Investment” in this pricing supplement.

The Notes described in this pricing supplement will be delivered together with the Bank's short form base shelf prospectus dated March 11, 2020 establishing the Bank’s senior (principal at risk) note program (the “base shelf prospectus”) and a prospectus supplement, which generally describes index linked notes that may be offered under such program, dated March 11, 2020 (the “product supplement”).

The Notes will not constitute deposits insured under the Canada Deposit Insurance Corporation Act or under any other deposit insurance regime .

An investment in the Notes involves risks. The Notes are not designed to be alternatives to fixed income or money market instruments. The Notes are only appropriate investments for persons who understand the risks associated with structured products and derivatives. The Notes are considered to be “specified derivatives” under applicable Canadian securities laws. An investment in the Notes does not represent a direct or indirect investment in the Index or its constituent securities, and investors do not have an ownership or any other interest (including voting rights or the right to receive any dividends, distributions or other income or amounts accruing or paid thereon) in respect of such Index or its constituent securities. A purchaser of the Notes will be exposed to fluctuations and changes in the levels of the Index to which the Notes are linked. The Index levels may be volatile and an investment linked to Index levels may also be volatile. The Notes are linked to the price return version of the Index which reflects only the applicable price changes of its constituent securities and does not reflect any dividends, distributions or other income or amounts accruing or paid thereon. None of the Bank, the Investment Dealers or any of their respective affiliates, or any other person guarantees that investors in the Notes will receive an amount equal to their original investment (subject to a minimum principal repayment of $29.00 per Note), or guarantees that any return will be paid on the Notes, at or prior to maturity. The Maturity Redemption Amount will depend on the price performance of the Index. An investor could lose a substantial amount of his or her investment in the Notes (subject to a minimum principal repayment of $29.00 per Note). See “Risk Factors”.

Price: $100.00 per Note

Minimum Subscription: $5,000 (50 Notes)

Price to Public Per Note ................................... $100.00 Total(1)....................................... $30,000,000	Investment Dealer Fees(2) $0.00 $0.00	Net Proceeds to the Bank
		$100.00 $30,000,000

• (1) Reflects the maximum offering size for the Notes. There is no minimum amount of funds that must be raised under this offering. This means that the Bank could complete this offering after raising only a small proportion of the offering amount set out above.

• (2) There is no selling concession fee payable to the Investment Dealers in respect of the Notes. A fee of up to $0.15 per Note sold (or up to 0.15% of the Principal Amount) will be payable directly by the Bank to Industrial Alliance Securities Inc. at closing for acting as the independent agent.

The expected estimated value of the Notes as of the date of this pricing supplement is $97.91 per $100.00 in Principal Amount, which is less than the price at which the Notes are being offered. The actual value of the Notes at any given time will reflect a variety of factors, cannot be predicted with accuracy and may be less than the estimated value. The estimated value was determined by the Bank on the pricing date of the Notes and is not an indication of actual profit to the Bank or any of its affiliates. See “Determination of Estimated Value” and “Risk Factors”.

Prospectus for Notes and Capitalized Terms

The Notes described in this pricing supplement will be issued under the Bank’s senior (principal at risk) note program and will be direct senior unsecured and unsubordinated debt securities. The Notes are described in three separate documents: (1) the base shelf prospectus, (2) the product supplement, and (3) this pricing supplement which contains the specific terms (including pricing information) about the Notes being offered, all of which, collectively, constitute the “prospectus” in respect of such Notes. Each of these documents should be read and considered carefully before a purchaser makes an investment decision in respect of the Notes. See “About this Prospectus for Notes” in the base shelf prospectus. A copy of the prospectus for the Notes will be posted at www.investorsolutions.gbm.scotiabank.com.

Any capitalized terms used in this pricing supplement and not defined herein have the meaning ascribed to them in the product supplement or the base shelf prospectus, as the case may be.

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Documents Incorporated by Reference

This pricing supplement is deemed to be incorporated by reference into the base shelf prospectus solely for the purpose of the Notes issued hereunder. Other documents are also incorporated or deemed to be incorporated by reference into the base shelf prospectus and reference should be made to the base shelf prospectus for full particulars.

Any statement contained or contemplated in a document incorporated or deemed to be incorporated by reference in the base shelf prospectus or in this pricing supplement will be deemed to be modified or superseded for purposes of this pricing supplement to the extent that a statement contained herein or in any other subsequently filed document which also is or is deemed to be incorporated by reference in the base shelf prospectus or in this pricing supplement modifies or supersedes such statement. The modifying or superseding statement need not state that it has modified or superseded a prior statement or include any other information set forth in the document that it modifies or supersedes. The making of a modifying or superseding statement will not be deemed an admission for any purpose that the modified or superseded statement, when made, constituted a misrepresentation, an untrue statement of a material fact or an omission to state a material fact that is required to be stated or that is necessary to make a statement not misleading in light of the circumstances in which it was made. Any statement so modified or superseded will not be deemed, except as so modified or superseded, to constitute a part of this pricing supplement.

Marketing Materials

The marketing materials in respect of the Notes dated the date hereof and filed with the securities regulatory authorities in each province and territory of Canada are specifically incorporated by reference into this pricing supplement. Any additional marketing materials (as defined in National Instrument 41-101 − General Prospectus Requirements) filed with the securities commission or similar authority in each of the provinces and territories of Canada in connection with this offering on or after the date hereof but prior to the termination of the distribution of the Notes under this pricing supplement (including any amendments to, or an amended version of, the marketing materials) are deemed to be incorporated by reference herein. Any marketing materials are not part of this pricing supplement to the extent that the contents of the marketing materials have been modified or superseded by a statement contained in an amendment to this pricing supplement.

Forward-looking Statements

From time to time, the Bank’s public communications often include oral or written forward-looking statements. Statements of this type are included in this document, and may be included in other filings with Canadian securities regulators or the U.S. Securities and Exchange Commission, or in other communications. In addition, representatives of the Bank may include forward-looking statements orally to analysts, investors, the media and others. All such statements are made pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995 and any applicable Canadian securities legislation. Forward-looking statements may include, but are not limited to, statements made in this document, the Management’s Discussion and Analysis in the Bank’s 2019 Annual Report under the headings “Outlook” and in other statements regarding the Bank’s objectives, strategies to achieve those objectives, the regulatory environment in which the Bank operates, anticipated financial results, and the outlook for the Bank’s businesses and for the Canadian, U.S. and global economies. Such statements are typically identified by words or phrases such as “believe,” “expect,” “foresee,” “forecast,” “anticipate,” “intend,” “estimate,” “plan,” “goal,” “project,” and similar expressions of future or conditional verbs, such as “will,” “may,” “should,” “would” and “could.”

By their very nature, forward-looking statements require the Bank to make assumptions and are subject to inherent risks and uncertainties, which give rise to the possibility that the Bank’s predictions, forecasts, projections, expectations or conclusions will not prove to be accurate, that the Bank’s assumptions may not be correct and that the Bank’s financial performance objectives, vision and strategic goals will not be achieved.

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The Bank cautions readers not to place undue reliance on these statements as a number of risk factors, many of which are beyond the Bank’s control and effects of which can be difficult to predict, could cause the Bank’s actual results to differ materially from the expectations, targets, estimates or intentions expressed in such forward-looking statements.

The future outcomes that relate to forward-looking statements may be influenced by many factors, including but not limited to: general economic and market conditions in the countries in which the Bank operates; changes in currency and interest rates; increased funding costs and market volatility due to market illiquidity and competition for funding; the failure of third parties to comply with their obligations to the Bank and its affiliates; changes in monetary, fiscal, or economic policy and tax legislation and interpretation; changes in laws and regulations or in supervisory expectations or requirements, including capital, interest rate and liquidity requirements and guidance, and the effect of such changes on funding costs; changes to the Bank’s credit ratings; operational and infrastructure risks; reputational risks; the accuracy and completeness of information the Bank receives on customers and counterparties; the timely development and introduction of new products and services; the Bank’s ability to execute its strategic plans, including the successful completion of acquisitions and dispositions, including obtaining regulatory approvals; critical accounting estimates and the effect of changes to accounting standards, rules and interpretations on these estimates; global capital markets activity; the Bank’s ability to attract, develop and retain key executives; the evolution of various types of fraud or other criminal behaviour to which the Bank is exposed; disruptions in or attacks (including cyber-attacks) on the Bank's information technology, internet, network access, or other voice or data communications systems or services; increased competition in the geographic and in business areas in which the Bank operates, including through internet and mobile banking and non-traditional competitors; exposure related to significant litigation and regulatory matters; the occurrence of natural and unnatural catastrophic events and claims resulting from such events; the emergence of widespread health emergencies or pandemics, including the magnitude and duration of the COVID-19 pandemic and its impact on the global economy and financial market conditions and the Bank’s business, results of operations, financial condition and prospects; and the Bank’s anticipation of and success in managing the risks implied by the foregoing. A substantial amount of the Bank’s business involves making loans or otherwise committing resources to specific companies, industries or countries. Unforeseen events affecting such borrowers, industries or countries could have a material adverse effect on the Bank’s financial results, businesses, financial condition or liquidity. These and other factors may cause the Bank’s actual performance to differ materially from that contemplated by forward-looking statements. The Bank cautions that the preceding list is not exhaustive of all possible risk factors and other factors could also adversely affect the Bank’s results, for more information, please see the “Risk Management” section of the Bank’s 2019 Annual Report, as may be updated by quarterly reports.

Material economic assumptions underlying the forward-looking statements are set out in the 2019 Annual Report under the headings “Outlook”, as updated by quarterly reports. The “Outlook” sections are based on the Bank’s views and the actual outcome is uncertain. Readers should consider the above-noted factors when reviewing these sections. When relying on forward-looking statements to make decisions with respect to the Bank and its securities, investors and others should carefully consider the preceding factors, other uncertainties and potential events.

Any forward-looking statements contained in the 2019 Annual Report represent the views of management only as of the date thereof and are presented for the purpose of assisting the Bank's shareholders and analysts in understanding the Bank's financial position, objectives and priorities, and anticipated financial performance as at and for the periods ended on the dates presented, and may not be appropriate for other purposes. Except as required by law, the Bank does not undertake to update any forward-looking statements, whether written or oral, that may be made from time to time by or on its behalf.

Trademark Notice

™ Trademark of The Bank of Nova Scotia, used under license (where applicable). Scotiabank is a marketing name for the global corporate and investment banking and capital markets businesses of The Bank of Nova

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Scotia and certain of its affiliates in the countries where they operate including Scotia Capital Inc. (MemberCanadian Investor Protection Fund and regulated by the Investment Industry Regulatory Organization of Canada). Important legal information may be accessed at https://www.gbm.scotiabank.com/en/legal.html. Products and services described are available only by Scotiabank licensed entities in jurisdictions where permitted by law. This information is not directed to or intended for use by any person resident or located in any country where its distribution is contrary to its laws. Not all products and services are offered in all jurisdictions.

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The Bank of Nova Scotia

Senior Notes (Principal at Risk Notes) Index Linked Notes

BNS S&P/TSX 60™ Absolute Return Buffer Notes, Series 1F (CAD) Maximum $30,000,000 (300,000 Notes) Due June 5, 2024 Principal at Risk Notes

Issuer: The Bank of Nova Scotia (the “Bank”). Investment Dealers: Scotia Capital Inc. and Industrial Alliance Securities Inc. Industrial Alliance Securities Inc., a dealer to which the Bank is neither related nor connected, participated in the due diligence activities performed by the Investment Dealers in respect of the offering, but did not participate in the structuring and pricing of the offering or the calculation of, or review the calculation of, the initial estimated value of the Notes. See “Plan of Distribution” in the base shelf prospectus. Issue Size: Maximum $30,000,000 (300,000 Notes). The Bank reserves the right to change the maximum Issue Size in its sole and absolute discretion. Principal Amount: $100.00 per Note (the “Principal Amount”). Issue Date: The Notes will be issued on or about June 5, 2020, or such other date as may be agreed between the Bank and the Investment Dealers. CUSIP: 06415E6U4. Fundserv Code: SSP2304. Notes may be purchased through dealers and other firms that facilitate purchase and related settlement through a clearing and settlement service operated by Fundserv. See “Listing and Secondary Market”. Issue Price: 100.00% of the Principal Amount. Maturity Date: June 5, 2024 (approximately a 4 year term) (the “Maturity Date”). See “Description of Index Linked Notes – Maturity Date” and “Description of Index Linked Notes – Amounts Payable” in the product supplement. Minimum $5,000 (50 Notes). Investment: Status/Rank: The Notes will be direct senior unsecured and unsubordinated obligations of the Bank and will rank equally with all other present and future direct senior unsecured and unsubordinated indebtedness of the Bank, subject to certain priorities under applicable law.

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Credit Rating: As of the date of this pricing supplement, the Bank’s direct senior unsecured and unsubordinated obligations with a term to maturity of one year or more were rated AA by DBRS Limited, A+ by Standard & Poor’s, AA by Fitch Ratings and Aa2 by Moody’s Investors Service, Inc. However, the Notes have not been and will not be rated by any credit rating organization. There can be no assurance that if the Notes were specifically rated by these rating agencies that they would have the same rating as the Bank’s unsecured and unsubordinated obligations with a term to maturity of one year or more. A rating is not a recommendation to buy, sell or hold investments, and may be subject to revision or withdrawal at any time by the relevant rating agency.

Index: Whether there is a return on the Notes and whether the Principal Amount is returned at maturity is based on the price performance of the S&P/TSX 60™ Index (the “Index”). The Index represents the large-cap segment of the Canadian equity market. See “Description of Index Linked Notes – Indices” in the product supplement. See Appendix D to this pricing supplement for summary information regarding the Index.

The Notes do not represent a direct or indirect investment in the Index or its constituent securities, and holders will have no right or entitlement to such securities, including voting rights or the right to receive any dividends, distributions or other income or amounts accruing or paid thereon. The Closing Index Level reflects only the price appreciation or depreciation of the securities of the issuers comprising the Index and does not reflect any dividends, distributions or other income or amounts accruing or paid on such securities. The annual dividend yield on the Index as of May 25, 2020 was 3.55%, representing an aggregate dividend yield of approximately 14.97% annually compounded over the approximately 4 year term of the Notes on the assumption that the dividends paid on the securities comprising the Index remain constant. There is no requirement for the Bank to hold any interest in the Index or its constituent securities.

Initial Valuation June 5, 2020, provided that if such day is not an Exchange Business Day then the Initial Date: Valuation Date will be the first succeeding day that is an Exchange Business Day, subject to the occurrence of any special circumstances (see “Special Circumstances” in this pricing supplement).

Final Valuation May 30, 2024, provided that if such day is not an Exchange Business Day then the Final Date: Valuation Date will be the immediately preceding Exchange Business Day, subject to the occurrence of any special circumstances (see “Special Circumstances” in this pricing supplement). Record Date: June 4, 2024, provided that if such day is not an Exchange Business Day then the Record Date will be the immediately preceding Exchange Business Day, subject to Special Circumstances. Maturity Holders of record on the Record Date will be entitled to an amount payable per Note at Redemption maturity (the “Maturity Redemption Amount”) as calculated by the Calculation Agent in Amount: accordance with the applicable formula below:

• If the Index Return on the Final Valuation Date is greater than 0.00%, the Maturity Redemption Amount will equal the lesser of:

• Principal Amount + [Principal Amount x (Index Return x Participation Rate)]; and

• Principal Amount x Capped Return

• If the Index Return on the Final Valuation Date is equal to or less than 0.00%, but

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the Final Index Level on the Final Valuation Date is greater than or equal to the Buffer Level, the Maturity Redemption Amount will equal:

• Principal Amount - [Principal Amount x (Index Return x Participation Rate)]

• If the Final Index Level on the Final Valuation Date is less than the Buffer Level, the Maturity Redemption Amount will equal:

• Principal Amount + [Principal Amount x (Index Return + Buffer)]

Investors should note that the Maturity Redemption Amount will never exceed $129.00 per Note. The Maturity Redemption Amount will be substantially less than the Principal Amount invested by an investor if the Final Index Level on the Final Valuation Date is less than the Buffer Level. The Maturity Redemption Amount will be subject to a minimum principal repayment of $29.00 per Note. The return on the Notes will not reflect the total return that an investor would receive if such investor owned the securities included in the Index.

Certain dollar amounts will be rounded to the nearest whole cent. See Appendix A to this pricing supplement for a table and a graphical depiction of the return profile for the Notes and Appendix B for sample calculations of the Maturity Redemption Amount based on certain hypothetical values and assumptions.

Index Return: The Index Return is an amount expressed as a percentage (which can be zero, positive or negative) calculated by the Calculation Agent in accordance with the following formula: Final Index Level – Initial Index Level Initial Index Level Note Return: The Note Return is an amount expressed as a percentage (which can be zero, positive or negative) calculated by the Calculation Agent in accordance with the following formula:

– Maturity Redemption Amount Principal Amount

Principal Amount

Participation Rate: 100.00%, applied to any Index Return on the Final Valuation Date greater than or equal to -29.00% and less than or equal to 29.00%. Capped Return: 29.00% over the Principal Amount per Note, which represents a maximum return of $29.00 per Note and an annualized compound return of approximately 6.57% over the 4 year term of the Notes. Investors should note that the Maturity Redemption Amount will never exceed $129.00 per Note. Buffer Level: 71.00% of the Initial Index Level. If the Index Return is less than the Buffer Level (which represents an Index Return of -29.00%), a holder of the Notes will be fully exposed to any negative price performance of the Index, as adjusted by the Buffer. Buffer: 29.00%, applied only if the Index Return on the Final Valuation Date is less than -29.00% with up to 71.00% of the Principal Amount at risk. Closing Index Level: The official closing level or value of the Index on a given day as calculated and announced by the Index Sponsor on an Exchange Business Day. Initial Index Level: The Closing Index Level on the Initial Valuation Date.

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Final Index Level: The Closing Index Level on the Final Valuation Date.

Fees and Expenses: There is no selling concession fee payable to the Investment Dealers in respect of the Notes. A fee of up to $0.15 per Note sold (or up to 0.15% of the Principal Amount) will be payable directly by the Bank to Industrial Alliance Securities Inc. at closing for acting as the independent agent. The payment of these fees will not reduce the amount on which the Maturity Redemption Amount payable on the Notes is calculated.

Determination of The Notes are debt securities, the return on which is linked to the price performance of Estimated Value: the Index. In order to satisfy its payment obligations under the Notes, the Bank may choose to enter into certain hedging arrangements (which may include call options, put options or other derivatives) on or before the Initial Valuation Date with Scotia Capital Inc. or one of the Bank’s other subsidiaries, or with a third party, but is under no obligation to do so. The terms of any such hedging arrangements would, if entered into, take into account a number of factors, including the creditworthiness of the Bank, interest rate movements, the volatility of the Index, and the tenor of the Notes.

The Issue Price of the Notes also reflects the Bank’s expected profit (which may or may not be realized) based on an estimate of costs the Bank may incur in creating, issuing, maintaining and potentially hedging its obligations under the Notes. These factors result in the estimated value for the Notes on the date of this pricing supplement being less than the Issue Price of the Notes. See “Risk Factors”.

The Bank has adopted written policies and procedures for determining the estimated initial value of the Notes which include: (i) the methodologies used for valuing each type of component embedded in the Notes, (ii) the methods by which the Bank will review and test valuation to assess the quality of the prices obtained as well as the general functioning of the valuation process, and (iii) conflicts of interest.

Listing and The Notes will not be listed on any exchange or marketplace. Scotia Capital Inc. will use Secondary Market: reasonable efforts under normal market conditions to provide a daily secondary market for the sale of the Notes but reserves the right to elect not to do so at any time in the future, in its sole and absolute discretion, without prior notice to holders. Under no circumstances will Scotia Capital Inc. provide a secondary market for the Notes on or following the Final Valuation Date or at maturity. See “Risk Factors Relating to the Secondary Market” in the product supplement and “Secondary Market for Notes” in the base shelf prospectus.

The sale of a Note in a secondary market (if any such secondary market exists at such time) prior to the Maturity Date will be effected at a price equal to (i) the bid price on the sale date, less (ii) any transaction charges that may or may not be levied by the relevant selling agent. The Notes may in certain circumstances be transferable through CDS and not the Fundserv network. There is no guarantee that the bid price at any time will be the highest possible price available in any secondary market for the Notes, and the actual price received by a holder and the selling terms for such secondary market sales may be varied by the relevant selling agent.

Special See the “Special Circumstances” section in the product supplement for a description of Circumstances: certain special circumstances, including a Material Index Change, a Market Disruption Event and a Special Circumstance, which may result in an adjustment to the Index or to the calculation or timing of payments due on the Notes.

Calculation Agent: Scotia Capital Inc.

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Eligibility for Investment:

Tax Information:

Eligible for RRSPs, RRIFs, RESPs, RDSPs, DPSPs and TFSAs. See “Eligibility for Investment” in Appendix C of this pricing supplement.

This income tax summary is subject to the limitations and qualifications set out under the heading “Certain Canadian Federal Income Tax Considerations” in Appendix C .

A Resident Initial Investor should not be required to include amounts in income in respect of a Note prior to the determination of: (i) the Maturity Redemption Amount payable on the Note at maturity, or (ii) an Accelerated Value upon the occurrence of a Special Circumstance. Absent the occurrence of a Special Circumstance, a Resident Initial Investor will be required to include in its income for the taxation year in which the Maturity Redemption Amount becomes determinable the amount, if any, by which the Maturity Redemption Amount exceeds the Principal Amount of the Notes to the extent that such excess was not included in the Resident Initial Investor’s income for a preceding taxation year. If the Maturity Redemption Amount is less than the Principal Amount of the Notes, the Resident Initial Investor will generally realize a capital loss on the redemption of the Notes.

In general, where an investor assigns or transfers a debt obligation (other than as a consequence of a repayment of the debt obligation), any interest that has accrued on the debt obligation up to the date of disposition will be included in the investor’s income as interest for the taxation year in which the transfer occurs (to the extent that it has not otherwise been included in the investor’s income for that year or a previous year) and excluded from the investor’s proceeds of disposition of the debt obligation. Where a Resident Initial Investor assigns or transfers a Note (other than as a consequence of a repayment or redemption of the Note), the Resident Initial Investor will be required to include in its income as accrued interest, an amount equal to the amount, if any, by which the price for which the Note was assigned or transferred exceeds the Principal Amount of the Note.

A Resident Initial Investor who disposes of, or is deemed to dispose of, a Note will generally realize a capital loss to the extent that the proceeds of disposition, net of any amount included in income as interest, are less than the aggregate of the Resident Initial Investor’s adjusted cost base of the Note and any reasonable costs of disposition. Resident Initial Investors who dispose of Notes other than as a consequence of the repayment or redemption of the Notes by the Bank should consult their tax advisors with respect to their particular circumstances.

Performance Disclosure:

Suitability for Investment:

Ongoing information about the performance of the Notes will be available on the Bank’s structured products website (www.investorsolutions.gbm.scotiabank.com).

Investors should independently determine, with their own advisors, whether an investment in the Notes is suitable for them having regard to their own investment objectives and expectations. The Notes may be suitable for:

• investors who are seeking a medium-term investment and who have an investment strategy consistent with the features of the Notes, including that the Maturity Redemption Amount will never exceed $129.00 per Note;

• investors seeking the opportunity for an enhanced return over other traditional equity or fixed rate investments and who are prepared to assume the risks associated with an investment linked to equity markets;

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• investors seeking exposure to, and understanding the risks associated with, issuers in the large-cap segment of the Canadian equity market that are included in the Index;

• investors who are comfortable with the return on the Notes being linked to the price performance of the Index which may be affected by the volatility of the prices of the equity securities of the issuers comprising the Index;

• investors who understand and accept that the return on the Notes (i) will be positive for any Index Return greater than or equal to -29.00% on the Final Valuation Date and in such circumstances the return on the Notes will be subject to the Participation Rate (100.00%) and the Capped Return (29.00% over the Principal Amount per Note, which represents a maximum return of $29.00 per Note), other than if the Index Return on the Final Valuation Date is equal to 0.00%, in which case investors will only receive the Principal Amount at maturity; (ii) is based on the positive and negative performance of the Index; (iii) is positively correlated to the price performance of the Index if the Index Return on the Final Valuation Date is greater than 0.00% and less than or equal to 29.00%; (iv) is inversely correlated to the price performance of the Index if the Index Return on the Final Valuation Date is less than 0.00% and greater than or equal to -29.00%, subject to a maximum return of $29.00 per Note; and (v) will be negative for any Index Return on the Final Valuation Date less than -29.00%, as adjusted by the Buffer (29.00%);

• investors who are comfortable with the return on the Notes being linked to the price return of the Index (subject to the Participation Rate, the Capped Return and the Buffer) measured at the Initial Valuation Date and at the Final Valuation Date only, and are willing to forego all dividends, distributions and other income and amounts accruing or paid in respect of the Index or its constituent securities;

• investors with an investment horizon equivalent to the approximately 4 year term of the Notes who are prepared to hold the Notes to maturity;

• investors willing to assume the risk of losing a substantial amount of their investment (subject to a minimum principal repayment of $29.00 per Note) if the Final Index Level on the Final Valuation Date is less than the Buffer Level;

• investors who have carefully considered the risks associated with an investment in the Notes; and

• investors willing to assume the credit risk of the Bank.

Risk Factors:

Risk factors relating to the Notes include but are not limited to the following:

• the return on the Notes is calculated using the price return of the Index only. As such, an investment in the Notes is not the same as making a direct investment in the Index or its constituent securities, including the fact that an investor will not have the right to receive any dividends, distributions or other income or amounts accruing or paid on such securities;

• the return on the Notes is calculated with reference to the price performance of the Index. The level of the Index may be affected by the volatility of the prices of the equity securities of the issuers comprising the Index, which prices may be

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more volatile than the equity market generally, meaning that such prices can fluctuate and change considerably in relatively short periods and the performance of such prices cannot be predicted for any future period;

• a holder of the Notes will only receive a Maturity Redemption Amount greater than the Principal Amount if the Index Return on the Final Valuation Date is greater than or equal to -29.00%, other than if the Index Return on the Final Valuation Date is equal to 0.00%, in which case a holder of the Notes will only receive the Principal Amount at maturity, and the return on the Notes in such circumstances is subject to the Participation Rate (100.00%) and the Capped Return ($29.00 per Note) and therefore a holder of the Notes will only participate in any Index Return greater than or equal to -29.00% on that basis. The Maturity Redemption Amount will never exceed $129.00 per Note;

• a holder of the Notes may only receive the full benefit of the Participation Rate (100.00%) if the Notes are held to maturity. If the Notes are sold prior to the Maturity Date in any secondary market for the Notes (if any such secondary market exists), the actual value a holder would receive for the Notes may not reflect the full benefit of the Participation Rate;

• there may be no return payable on the Notes at maturity (subject to a minimum principal repayment of $29.00 per Note). There will be no interest or other payments made during the term of the Notes and there can be no assurance that the Closing Index Level will rise or fall or that the Index Return on the Final Valuation Date will be greater than or equal to -29.00% on the Final Valuation Date;

• the return on the Notes is based on the Initial Index Level on the Initial Valuation Date and the Final Index Level on the Final Valuation Date only. If the Final Index Level on the Final Valuation Date is less than the Buffer Level, an investor will be fully exposed to any negative price performance of the Index, as adjusted by the Buffer, meaning that a substantial amount of such investor’s investment may be lost (subject to a minimum principal repayment of $29.00 per Note);

• the return on the Notes is calculated with reference to the prices of equity securities of Canadian large-cap issuers. As a result, the return on the Notes could be adversely affected by a variety of factors that could impact the large-cap segment of the Canadian equity market and securities markets, and which are beyond the control of the Bank and the Investment Dealers, including political, geopolitical, economic, financial, social and other factors that influence the market in Canada generally, as well as corporate developments, regulatory changes, changes in interest rates, changes in the level of inflation, epidemics, pandemics or other public health emergencies, levels of foreign or domestic economic growth, global economic events, volatility in global financial markets, and various other circumstances that could influence the value of the securities in a specific market segment or of a particular issuer;

• on March 11, 2020, the World Health Organization declared the outbreak of a strain of novel coronavirus disease, COVID-19, a global pandemic. Governments in affected areas have imposed a number of measures designed to contain the outbreak, including business closures, travel restrictions, quarantines and cancellations of gatherings and events. The spread of the COVID-19 virus has resulted in a sharp decline in global economic growth as well as causing

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increased volatility and declines in financial markets. If the COVID-19 pandemic is prolonged, or further diseases emerge that give rise to similar effects, the adverse impact on the global economy could deepen and result in further declines in global economic growth and financial markets. Accordingly, the full impact of the COVID-19 pandemic on the global economy and financial markets is uncertain and may have an adverse effect on the level of the Index, the issuers comprising the Index and the return on the Notes;

• the Index Sponsor has no obligations in respect of the Notes, is under no obligation to continue the calculation, dissemination and publication of the Index and may make changes to the Index including changes to the formula for calculating the Index that could affect amounts payable on the Notes, if any, and the value of the Notes. Additionally, the impact of the COVID-19 pandemic may cause disruptions to financial markets including interruptions, limitations, breakdowns, suspensions or the permanent discontinuance of trading on any exchange or trading system on which the equity securities of the issuers comprising the Index are traded which may adversely affect the prices of such equity securities and therefore the level of the Index and the amounts that may be payable on the Notes and the value of the Notes on or prior to maturity. Such occurrences may impact the Index Sponsor’s ability to provide continuous services related to the operation of the Index, including calculating and announcing the closing level or value of the Index. In addition, such occurrences may result in the inability or impracticability of the Calculation Agent to determine a bid price for the Notes or may result in a bid price that is unfavourable to holders of the Notes, and may also lead to the determination by the Calculation Agent that a Material Index Change or a Market Disruption Event has occurred, or to the early redemption of the Notes (see “Special Circumstances” in this pricing supplement);

• the Notes have not been rated and will not be insured by the Canada Deposit Insurance Corporation or any other entity and therefore the payments to investors will be dependent upon the financial health and creditworthiness of the Bank. The spread of COVID-19 has had disruptive effects on companies, industries, countries and jurisdictions in which the Bank operates, and has materially impacted and continues to materially impact the markets in which the Bank operates. A substantial amount of the Bank’s business involves making loans or otherwise committing resources to specific companies, industries or countries. The impact of the COVID-19 pandemic on such borrowers, industries and countries could have a material adverse effect on the Bank’s financial results, businesses, financial condition or liquidity and the ability of borrowers to repay their loans to the Bank. The COVID-19 pandemic may also result in disruptions to the Bank’s key suppliers of goods and services and result in increased unavailability of staff, adversely impacting the quality and continuity of service to customers and the reputation of the Bank. As a result, the business, results of operations, corporate reputation and financial condition of the Bank could be adversely impacted for a substantial period of time;

• none of the Bank, the Investment Dealers or any of their respective affiliates or associates have performed and will not perform any due diligence investigation or review of the Index, the constituent securities of the Index or the issuers of such securities. Information in this pricing supplement relating to the Index is derived from publicly available sources. None of the Bank, the Investment Dealers or any of their respective affiliates or associates have independently

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verified, nor do they make any representation regarding, the accuracy or completeness of the public information relating to the Index. Prospective investors should undertake their own independent investigation of the Index in order to make an informed decision as to the merits of an investment in the Notes;

• the estimated initial value of the Notes indicated on the cover page of this pricing supplement was determined on the pricing date of the Notes, does not represent a minimum price at which the Bank, Scotia Capital Inc. or any of the Bank’s affiliates would be willing to purchase the Notes in any secondary market (if any exists) at any time, and is not an indication of actual profit to the Bank or any of its affiliates. If a holder attempts to sell the Notes prior to the Maturity Date, the market value of the Notes may be lower than the price paid for them and the estimated value. This is due to, among other things, changes in the level or value of the Index and the inclusion in the Issue Price of the estimated costs relating to any hedging activities the Bank may decide to undertake in respect of the Notes. The Notes are not designed to be short-term trading instruments. Accordingly, an investor should be able and willing to hold the Notes to the Maturity Date; and

• the estimated value of the financial instrument components (plus the costs incurred by the Bank in connection with the issuance of the Notes) that combined would replicate the return on the Notes is equal to the estimated value of the Notes indicated on the cover page of this pricing supplement. The Bank’s estimated value of the Notes is based on a variety of assumptions, including expectations as to dividends, distributions, interest rates and volatility, the Bank’s internal funding rates (which may differ from the market rates for the Bank’s conventional debt securities), and the expected term of the Notes. These assumptions are based on certain forecasts about future events, which may prove to be incorrect. Other entities may value the Notes or similar securities at a price that is significantly different than the Bank. The value of the Notes at any time after the date of this pricing supplement will vary based on many factors, including changes in market conditions, and cannot be predicted by the Bank. As a result, the actual value an investor would receive if they sold the Notes in any secondary market should be expected to differ materially from the estimated value of the Notes determined on the pricing date of the Notes.

Investors should carefully consider with their advisors all of the information set out in the prospectus before making any potential investment in the Notes. In particular, investors should evaluate the key risks highlighted above as well as the risks described under “Risk Factors” in the base shelf prospectus and under “Risk Factors” in the product supplement.

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Appendix A

Graphical Depiction of the Return Profile for the Notes

The return profile below is provided for illustration purposes only. This graph demonstrates the Note Return at maturity based on certain hypothetical Index Returns. There can be no assurance that any specific return will be achieved on the Notes. All examples assume that an investor has purchased the Notes with an aggregate principal amount of $100.00 per Note, holds the Notes until the Maturity Date and that no special circumstances have occurred during the term of the Notes including a Special Circumstance (see “Special Circumstances” in this pricing supplement).

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(1) Applied only if the Index Return on the Final Valuation Date is greater than or equal to -29.00% and less than or equal to 29.00%. (2) If the Index Return on the Final Valuation Date is greater than 29.00% the return on the Notes is subject to the Capped Return.

If the Final Index Level on the Final Valuation Date is greater than or equal to the Buffer Level (which is 71.00% of the Initial Index Level and represents an Index Return of -29.00%), a holder of the Notes will receive the Principal Amount and will benefit from the absolute value of the Index Return on maturity of the Notes subject to a 100.00% Participation Rate and the Capped Return (a maximum return of 29.00% over the Principal Amount per Note, which is equal to $29.00 per Note). If the Index Return on the Final Valuation Date is equal to 0.00%, a holder of the Notes will only receive the Principal Amount at maturity. The Maturity Redemption Amount will never exceed $129.00 per Note.

If the Final Index Level on the Final Valuation Date is less than the Buffer Level, a holder of the Notes will be fully exposed to any negative price performance of the Index, as adjusted by the Buffer (29.00% applied only if the Index Return is less than -29.00% with up to 71.00% of the Principal Amount at risk), meaning that a substantial amount of such holder’s investment may be lost (subject to a minimum principal repayment of $29.00 per Note).

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The table below is for illustrative purposes only and shows the Maturity Redemption Amount an investor would receive per Note based on various hypothetical Index Returns:

Index Return	Note Return	Maturity Redemption Amount	Annualized Return
100.00%	29.00%	$129.00	6.57%
90.00%	29.00%	$129.00	6.57%
80.00%	29.00%	$129.00	6.57%
70.00%	29.00%	$129.00	6.57%
60.00%	29.00%	$129.00	6.57%
50.00%	29.00%	$129.00	6.57%
40.00%	29.00%	$129.00	6.57%
30.00%	29.00%	$129.00	6.57%
29.00%	29.00%	$129.00	6.57%
20.00%	20.00%	$120.00	4.66%
10.00%	10.00%	$110.00	2.41%
0.00%	0.00%	$100.00	0.00%
-10.00%	10.00%	$110.00	2.41%
-20.00%	20.00%	$120.00	4.66%
-28.00%	28.00%	$128.00	6.37%
-29.00%	29.00%	$129.00	6.57%
-30.00%	-1.00%	$99.00	-0.25%
-40.00%	-11.00%	$89.00	-2.87%
-50.00%	-21.00%	$79.00	-5.72%
-60.00%	-31.00%	$69.00	-8.86%
-70.00%	-41.00%	$59.00	-12.36%
-80.00%	-51.00%	$49.00	-16.33%
-90.00%	-61.00%	$39.00	-20.97%
-100.00%	-71.00%	$29.00	-26.62%

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Appendix B

Sample Calculations of Maturity Redemption Amount

The following examples show how the Index Return and Maturity Redemption Amount would be calculated based on certain hypothetical values and assumptions set out below. These examples are for illustrative purposes only and should not be construed as an estimate or forecast of the performance of the Index or the return that an investor might realize on the Notes. The Index Return will be calculated based on the price performance of the Index, which will not reflect the value of any dividends, distributions or other income or amounts accruing or paid on the constituent securities of the Index. Certain dollar amounts are rounded to the nearest whole cent and “$” refers to the relevant currency for the specific hypothetical dollar amounts and hypothetical prices that the context requires.

Hypothetical values for calculations:

Initial Index Level*: 100.00 Buffer Level: 71.00% of the Initial Index Level = 71.00% x 100.00 = 71.00 Buffer: 29.00%, applied only if the Index Return on the Final Valuation Date is less than -29.00% Participation Rate: 100.00%, applied to any Index Return on the Final Valuation Date greater than or equal to -29.00% and less than or equal to 29.00% Capped Return: 29.00% per Note

*The Initial Index Level of 100.00 is a hypothetical Initial Index Level that has been chosen for illustrative purposes only and does not represent either the actual Initial Index Level or an estimate or forecast thereof. The actual Initial Index Level will be equal to the Closing Index Level of the Index on the Initial Valuation Date.

Example #1:

The Final Index Level on the Final Valuation Date is less than the Buffer Level.

Assume that the Final Index Level is 49.67

• Calculate the Index Return

  • (Final Index Level – Initial Index Level) / Initial Index Level (49.67 – 100.00)/ 100.00 = -50.33%

• Calculate the Maturity Redemption Amount

• Since the Final Index Level (49.67) is less than the Buffer Level (71.00), the Maturity Redemption Amount will be equal to:

Principal Amount + [Principal Amount x (Index Return + Buffer)] $100.00 + [$100.00 x (-50.33% + 29.00%)] = $78.67 per Note

In this example, an investor would receive a Maturity Redemption Amount of $78.67 per Note on the Maturity Date, which is equivalent to an annual compound rate of return of approximately -5.82% per Note.

Example #2:

The Index Return on the Final Valuation Date is equal to or less than 0.00% and the Final Index Level on the Final Valuation Date is greater than or equal to the Buffer Level.

Assume that the Final Index Level is 88.67

• Calculate the Index Return (Final Index Level – Initial Index Level) / Initial Index Level (88.67 – 100.00)/ 100.00 = -11.33%

• Calculate the Maturity Redemption Amount

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• Since the Index Return is less than 0.00% and the Final Index Level (88.67) is greater than the Buffer Level (71.00), the Maturity Redemption Amount will be equal to:

Principal Amount – [Principal Amount x (Index Return x Participation Rate)] $100.00 – [$100.00 x (-11.33% x 100.00%)] = $111.33 per Note

In this example, an investor would receive a Maturity Redemption Amount of $111.33 per Note on the Maturity Date, which is equivalent to an annual compound rate of return of approximately 2.72% per Note.

Example #3:

The Index Return on the Final Valuation Date is greater than 0.00% but less than or equal to 29.00%.

Assume that the Final Index Level on the Final Valuation Date is 112.90

• Calculate the Index Return (Final Index Level – Initial Index Level) / Initial Index Level (112.90 - 100.00)/ 100.00 = 12.90%

• Calculate the Maturity Redemption Amount

• Since the Index Return is greater than 0.00%, the Maturity Redemption Amount will be equal the lesser of:

Principal Amount + [Principal Amount x (Index Return x Participation Rate)] $100.00 + [$100.00 x (12.90% x 100.00%)] = $112.90 per Note; and

Principal Amount x Capped Return = $129.00 per Note

In this example, an investor would receive a Maturity Redemption Amount of $112.90 per Note on the Maturity Date, which is equivalent to an annual compound rate of return of approximately 3.08% per Note.

Example #4:

The Index Return on the Final Valuation Date is greater than 29.00%.

Assume that the Final Index Level on the Final Valuation Date is 175.00

• Calculate the Index Return (Final Index Level – Initial Index Level) / Initial Index Level (175.00 - 100.00)/ 100.00 = 75.00%

• Calculate the Maturity Redemption Amount

• Since the Index Return is greater than 0.00%, the Maturity Redemption Amount will be equal to the lesser of:

Principal Amount + [Principal Amount x (Index Return x Participation Rate)] $100.00 + [$100.00 x (75.00% x 100.00%)] = $175.00 per Note; and

Principal Amount x Capped Return = $129.00 per Note

In this example, since the Maturity Redemption Amount cannot exceed $129.00 per Note, an investor would receive a Maturity Redemption Amount of $129.00 per Note on the Maturity Date, which is equivalent to an annual compound rate of return of approximately 6.57% per Note.

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Appendix C

Certain Canadian Federal Income Tax Considerations

In the opinion of Stikeman Elliott LLP, counsel to the Bank, the following is, as of the date hereof, a summary of the principal Canadian federal income tax considerations generally applicable to the acquisition, holding and disposition of the Notes by an investor who purchases the Notes at the time of their issuance. This summary is applicable only to an investor who, for the purposes of the Income Tax Act (Canada) (the “Act”) and at all relevant times, is an individual (other than a trust), is or is deemed to be resident in Canada, deals at arm’s length with the Bank and the Investment Dealers, is not affiliated with the Bank and holds the Notes as capital property (a “Resident Initial Investor”). The Notes will generally be considered to be capital property to a Resident Initial Investor unless: (i) the Resident Initial Investor holds the Notes in the course of carrying on or otherwise as part of a business, or (ii) the Resident Initial Investor acquired the Notes as an adventure or concern in the nature of trade. Certain Resident Initial Investors whose Notes might not otherwise be considered to be capital property or who desire certainty with respect to the treatment of the Notes as capital property may be entitled to make an irrevocable election pursuant to subsection 39(4) of the Act to deem the Notes and every other “Canadian security” (as defined in the Act) owned by the Resident Initial Investor in the taxation year of the election and all subsequent taxation years to be capital property. This summary does not apply to any Resident Initial Investor who has entered into, or will enter into, in respect of the Notes, a “derivative forward agreement”, as that term is defined in the Act. Prospective investors who are not Resident Initial Investors (including investors who are not resident in Canada) should consult their own tax advisors as to the income tax consequences to them of acquiring, holding and disposing of Notes.

This summary is based on the current provisions of the Act and the regulations thereunder as in force on the date hereof (the “Regulations”), counsel’s understanding of the current administrative and assessing practices of the Canada Revenue Agency (the “CRA”), certain factual information provided by the Bank and all specific proposals to amend the Act and Regulations publicly announced by or on behalf of the Minister of Finance (Canada) prior to the date hereof (the “Tax Proposals”). This summary assumes that all Tax Proposals will be enacted substantially as proposed; however, no assurance can be given that the Tax Proposals will be enacted as proposed or at all. This summary does not, except for the Tax Proposals, take into account or anticipate any changes in law or the CRA’s administrative or assessing practices, whether by legislative, governmental or judicial decision or action. This summary is not exhaustive of all possible Canadian federal income tax considerations applicable to an investment in the Notes and does not take into account provincial, territorial or foreign income tax legislation or considerations, which are not addressed in this summary.

This summary is of a general nature only and is not intended to be legal or tax advice to any investor. Investors should consult their own tax advisors for advice with respect to the income tax consequences of an investment in the Notes, based on their particular circumstances.

Payment of the Maturity Redemption Amount or Accelerated Value

In certain circumstances provisions of the Act can deem interest to accrue on a “prescribed debt obligation” (as defined for the purposes of the Act), such as the Notes. Based on counsel’s understanding of the CRA’s administrative practice and subject to the comments below, there should be no deemed accrual of interest on the Notes under these provisions prior to the taxation year of the Resident Initial Investor that includes the Final Valuation Date on which the Maturity Redemption Amount is determined or the date on which an Accelerated Value is determined, as applicable.

The amount, if any, by which the Maturity Redemption Amount exceeds the Principal Amount of a Note that is payable to a Resident Initial Investor will be included in the Resident Initial Investor’s income in the taxation year in which the Maturity Redemption Amount becomes determinable to the extent that such excess was not included in the Resident Initial Investor’s income for a preceding taxation year. If as the result of the occurrence of a Special Circumstance, an Accelerated Value is paid to a Resident Initial Investor in respect of a Note, the excess (if any) of such payment over the Principal Amount of a Note would be included in the Resident Initial

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Investor’s income for the taxation year in which the Special Redemption Date occurs to the extent that such excess was not included in the Resident Initial Investor’s income for a preceding taxation year.

If the Maturity Redemption Amount or Accelerated Value (as applicable) received by a Resident Initial Investor on a disposition of a Note at maturity or on a Special Redemption Date (as applicable) is less than the Principal Amount of the Note, the Resident Initial Investor will generally realize a capital loss to the extent that the amount so paid is less than the Resident Initial Investor’s adjusted cost base of the Note and any reasonable costs of disposition.

Disposition of Notes

In certain circumstances, where an investor assigns or otherwise transfers a debt obligation (other than as a consequence of a repayment of the debt obligation), the amount of interest accrued on the debt obligation to that time, but unpaid, will be excluded from the proceeds of disposition of the obligation and will be required to be included as interest in computing the investor’s income for the taxation year in which the transfer occurs, except to the extent that it has been otherwise included in the investor’s income for that taxation year or a preceding taxation year. With respect to an assignment or transfer of a Note by a Resident Initial Investor (other than as a consequence of a repayment or redemption of the Note), the Resident Initial Investor will be required to include in its income as accrued interest, an amount equal to the amount, if any, by which the price for which the Note was assigned or transferred exceeds the Principal Amount of the Note.

In general, a disposition or deemed disposition of a Note by a Resident Initial Investor will give rise to a capital loss to the extent that the proceeds of disposition, net of any amount included in the Resident Initial Investor’s income as interest, are less than the aggregate of the Resident Initial Investor’s adjusted cost base of the Note and any reasonable costs of disposition.

One-half of a capital loss realized by a Resident Initial Investor must be deducted against the taxable portion of capital gains realized in the year and may be deducted against the taxable portion of capital gains realized in the three preceding years or in subsequent years, subject to and in accordance with the rules in the Act.

Resident Initial Investors who dispose of Notes other than as a consequence of the repayment or redemption of the Notes by the Bank should consult their tax advisors with respect to their particular circumstances.

Eligibility for Investment

The Notes, if issued on the date of this pricing supplement, would be “qualified investments” (for purposes of the Act) for trusts governed by registered retirement savings plans (“RRSPs”), registered retirement income funds (“RRIFs”), registered disability savings plans (“RDSPs”), registered education savings plans (“RESPs”), tax-free savings accounts (“TFSAs”) and deferred profit sharing plans (“DPSPs”), each within the meaning of the Act (other than a DPSP to which payments are made by the Bank or an employer with which the Bank does not deal at arm’s length within the meaning of the Act).

Notwithstanding the foregoing, if the Notes are “prohibited investments” (as that term is defined in the Act) for a TFSA, RRSP, RRIF, RDSP or RESP, a holder of the TFSA or RDSP, an annuitant of the RRSP or the RRIF, or a subscriber of the RESP, as the case may be, (each a “Plan Holder”) will be subject to a penalty tax as set out in the Act. The Notes will not be a “prohibited investment” for trusts governed by a TFSA, RRSP, RRIF, RDSP or RESP provided that the Plan Holder of such TFSA, RRSP, RRIF, RDSP or RESP, as applicable: (i) deals at arm’s length with the Bank for purposes of the Act, and (ii) does not have a “significant interest”, as defined in the Act, in the Bank. Plan Holders should consult their own tax advisors with respect to whether the Notes would be “prohibited investments” in their particular circumstances.

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Appendix D

Summary Information Regarding the Index

The following is a summary description of the S&P/TSX 60™ Index (the “Index”) based on information obtained from the website of the index sponsor, Standard & Poor's (the “Index Sponsor”), at www.ca.spindices.com, except as otherwise noted herein. Additional information on the Index and a list of the issuers the securities of which are included in the Index can be obtained from the website of the Toronto Stock Exchange under the ticker symbol ^TX60 at www.tmxmoney.com. These websites are not incorporated by reference in, and do not form part of, this pricing supplement. All information regarding the Index contained herein, including its make-up, method of calculation and changes in its components, has been derived from publicly available sources and its accuracy or completeness cannot be guaranteed. The information contained on the website of the Index Sponsor related to the Index reflects the policies of, and is subject to change by, the Index Sponsor. Accordingly, all information regarding the Index contained in this pricing supplement is subject to change, including any such information reported herein as of a certain date. This pricing supplement relates only to the Notes and does not relate to the Index or its constituent securities.

General Description

The S&P/TSX 60™ Index is a large-cap index comprising 60 actively traded Canadian companies. The S&P/TSX 60™ Index is structured to reflect the sector weights of the S&P/TSX Composite. Launched in December 1998, the Index is market cap weighted, with weights adjusted for available share float, and covers the economic sectors referenced below. The Index also represents the Canadian component of Standard & Poor’s flagship S&P Global 1200 Index. The Index is maintained by the S&P/TSX Canadian Index Committee, which comprises a team of seven, including four members from Standard & Poor’s, and three from the Toronto Stock Exchange. The Index Committee draws on the significant experience in index management of its members at a local and global level. The Index is calculated in real time. The Index is rebalanced quarterly in March, June, September and December. The Index is a price return index calculated in Canadian dollars.

Each stock in the Index is evaluated for sector representation, liquidity, size, and positive company fundamentals. The Index value is determined by multiplying the price of the individual components by their corresponding free-float share amount. Free-float share amount adjusts the outstanding float for control blocks. The market capitalization of all the individual components are summed and divided by the Index divisor, which divisor may be adjusted for corporate actions and significant restructurings. Criteria for removal from the Index include a violation of one or more Index requirements, as well as mergers or acquisitions involving companies in the Index.

Composition

The top 10 issuers by index weight whose securities were included in the Index along with their ticker symbols as of April 30, 2020 are set out below. The historical composition of the Index does not necessarily reflect the composition of the Index in the future.

Issuer Royal Bank of Canada The Toronto-Dominion Bank Shopify Inc. Enbridge Inc. Canadian National Railway Company The Bank of Nova Scotia Brookfield Asset Management Inc.	Symbol
	RY TD SHOP ENB CNR BNS BAM.A

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Barrick Gold Corporation ABX TC Energy Corporation TRP BCE Inc. BCE

The weightings for each sector of the Index as of April 30, 2020 are set out below. The historical sector weighting of the Index does not necessarily reflect the sector weighting of the Index in the future.

Sector Financials Energy Materials Industrials Information Technology Communication Services Consumer Staples Consumer Discretionary Utilities Health Care Real Estate	Weight
	(%) 32.5% 15.1% 13% 10.9% 9.4% 6.7% 4.6% 3.5% 3.3% 0.8% 0.3%

Historical Performance

The following graph illustrates the price performance of the Index during the period beginning on January 4, 2010 and ending on May 25, 2020. The level of the Index may be affected by the volatility of the prices of the equity securities of the issuers comprising the Index, which prices may be more volatile than the equity market generally, meaning that such prices can fluctuate and change considerably in relatively short periods and the performance of such prices cannot be predicted for any future period. Prospective investors are urged to consult publicly available sources for the levels of the Index and the pattern of fluctuations and changes in the levels of the Index and the prices and trading pattern of the constituent securities of the Index before investing in the Notes.

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The price performance of the Index shown above does not take into account any dividends, distributions or other income or amounts accruing or paid on the constituent securities that comprise the Index. The annual dividend yield on the Index as of May 25, 2020 was 3.55%, representing an aggregate dividend yield of approximately 14.97% annually compounded over the approximately 4 year term of the Notes on the assumption that the dividends paid on the securities comprising the Index remain constant. Historical performance of the Index will not necessarily predict future performance of the Index or the Notes.

License Agreement between the Index Sponsor and the Bank

The Index Sponsor and the Bank have entered into a non-exclusive license agreement providing for the license to the Bank, and certain of its affiliates, in exchange for a fee, of the right to use the Index in connection with securities, including the Notes.

The license agreement between the Index Sponsor and the Bank provides that the following language must be set forth in this pricing supplement:

“Standard & Poor’s®”, “S&P®” and “S&P/TSX 60™” are trademarks of Standard & Poor’s Financial Services LLC and have been licensed for use by the Bank. The Notes are not sponsored, endorsed, sold or promoted by Standard & Poor’s. Standard & Poor’s makes no representation or warranty, express or implied, to the owners of the Notes or any member of the public regarding the advisability of investing in securities generally or in the Notes particularly, or the ability of the Standard & Poor’s Index to track general stock market performance. Standard & Poor’s only relationship to the Bank is the licensing of certain trademarks and trade names of Standard & Poor’s and of the Standard & Poor’s Index which is determined, composed and calculated by Standard & Poor’s without regard to the Bank or the Notes. Standard & Poor’s has no obligation to take the needs of the Bank or the owners of the Notes into consideration in determining, composing or calculating the Index. Standard & Poor’s is not responsible for and has not participated in the determination of the timing of, prices at, or quantities of the Notes to be issued or in the determination or calculation of the equation by which the Notes are to be converted into cash. Standard & Poor’s has no obligation or liability in connection with the administration, marketing or trading of the Notes.

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STANDARD & POOR’S DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE INDEX OR ANY DATA INCLUDED THEREIN AND STANDARD & POOR’S SHALL HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS, OR INTERRUPTIONS THEREIN. STANDARD & POOR’S MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE BANK, OWNERS OF THE NOTES, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE INDEX OR ANY DATA INCLUDED THEREIN. STANDARD & POOR’S MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE INDEX OR ANY DATA INCLUDED THEREIN.

WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL STANDARD & POOR’S HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.

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