The offer of the Notes described in these Final Terms is conditional on the Notes being admitted to trading on the Main Market of the London Stock Exchange. The offer of these Notes by the Issuer may be withdrawn without liability to the Issuer if the Notes are not admitted to the Main Market of the London Stock Exchange on the Issue Date.
UK MIFIR product governance / Retail investors, professional investors and ECPs target market - Solely for the purposes of the manufacturer's product approval process, the target market assessment in respect of the Notes has led to the conclusion that: (i) the target market for the Notes is retail clients, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 ("EUWA"), and eligible counterparties, as defined in the FCA Handbook Conduct of Business Sourcebook ("COBS)"), and professional clients, as defined in Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA ("UK MiFIR"); and (ii) all channels for distribution of the Notes are appropriate, including investment advice, portfolio management, non-advised sales and pure execution services, subject to the suitability and appropriateness obligations of the Distributor (as defined below) under COBS, as applicable. Any person subsequently offering, selling or recommending the Notes (a "Distributor") should take into consideration the manufacturer's target market assessment; however, a Distributor subject to the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK MiFIR Product Governance Rules") is responsible for undertaking its own target market assessment in respect of the Notes (by either adopting or refining the manufacturer's target market assessment) and determining appropriate distribution channels, subject to the Distributor's suitability and appropriateness obligations under COBS, as applicable.
PRIIPs Regulation - PROHIBITION OF SALES TO EEA RETAIL INVESTORS - The Notes are not intended to be offered, sold or otherwise made available to, and should not be offered, sold or otherwise made available to, any retail investor in the European Economic Area ("EEA"). For these purposes, a "retail investor" means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of MiFID II; (ii) a customer within the meaning of Directive (EU) 2016/97, as amended, where that customer would not qualify as a professional client as defined in point
(10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129, as amended (the "Prospectus Regulation"). Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") for offering or selling the Notes or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.
The Notes are Bail-inable Notes and subject to conversion in whole or in part - by means of a transaction or series of transactions and in one or more steps - into common shares of the Issuer or any of its affiliates under subsection 39.2(2.3) of the Canada Deposit Insurance Corporation Act (the "CDIC Act") and to variation or extinguishment in consequence, and subject to the application of the laws of the Province of Ontario and the federal laws of Canada applicable therein in respect of the operation of the CDIC Act with respect to the Notes.
Amended and Restated Final Terms dated 14 September 2026 amending the Final Terms dated 3 September 2026
Canadian Imperial Bank of Commerce Branch of Account: Main Branch, Toronto
Legal Entity Identifier: 2IGI19DL77OX0HC3ZE78
Issue of Up to GBP 100,000 Capital Protected Issuer Callable Fixed Rate Notes due October 2036 under a Structured Note Issuance Programme
Terms used herein shall be deemed to be defined as such for the purposes of the terms and conditions (the "Conditions") set forth in the Base Prospectus dated 23 January 2026 and the supplement to the Prospectus dated 17 April 2026, which together constitute a base prospectus (the "Prospectus") for the purposes of the Prospectus Rules: Admission to Trading on a Regulated Market sourcebook (the "PRM"). This document constitutes the Final Terms of the Notes described herein for the purposes of the PRM and must be read in conjunction with such Prospectus as so supplemented. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Prospectus as so supplemented. The Prospectus and the supplement to the Prospectus are available for viewing during normal business hours at and copies may be obtained from the registered office of the Issuer at 81 Bay Street, CIBC Square, Toronto, Ontario, Canada M5J 0E7, and at the office of Fiscal Agent, Deutsche Bank AG, London Branch at 21 Moorfields, London EC2Y 9DB, United Kingdom.
(a) Series Number: SPUK 145
Tranche Number 1
Date on which the Notes become fungible: Not Applicable
Specified Currency: British Pounds Sterling ("GBP")
Aggregate Nominal Amount:
Series: Up to GBP 100,000
Tranche:
Description of the arrangements and time for announcing to the public through a primary information provider the definitive amount of the issue/offer:
Up to GBP 100,000
Up to GBP 100,000 in aggregate principal amount of the Notes will be issued and the criterion/condition for determining the final amount of Notes will be investor demand.
The offer period during which investors may purchase or subscribe for Notes will commence on (and from) 8 September 2026 and will end on (and including) 15 October 2026 or when the offer is declared unconditional, lapses, or is withdrawn, whichever occurs earlier.
The Issuer reserves the right to accept any subscriptions for Notes which would exceed the "up to" aggregate principal amount of the Notes of GBP 100,000 and the Issuer may increase the "up to" aggregate principal amount of the Notes to be issued.
The Issuer reserves the right, in its absolute discretion, to cancel the offer and the issue of the Notes in the United Kingdom at any time prior to the Issue Date.
A notice setting out the final aggregate nominal amount of Notes to be offered and issued will be published by the Issuer on the website of the London Stock Exchange (https://www.londonstockexchange.com/news) on or before the Issue Date and the notice will be available on the Issuer's website at https://www.cibc.com/en/about-cibc/investor-relations/debt-information/structured-note-issuance-programme.html under "Issuance Documents".
Acceptances of the purchase or subscription of the Notes may be withdrawn for not less than 2 working days after the amount of Notes to be admitted to trading has been filed.
Issue Price: 100 per cent. of the Aggregate Nominal Amount.
(a) Specified Denominations: GBP 1,000 and integral multiples of GBP 1 in excess thereof
Calculation of Interest and Redemption based on the Specified Denomination: Applicable.
Minimum Trading Size: Applicable. The Minimum Trading Size is GBP 1,000 in aggregate
nominal amount.
Calculation Amount: GBP 1
(a) Issue Date: 29 October 2026
Trade Date: 1 September 2026
Interest Commencement Date: Issue Date
Maturity Date: 29 October 2036, subject to any Early Redemption Date or any Optional Redemption Date. If such date is not a Business Day, then the Maturity Date shall be the next following Business Day.
Type of Notes:
Interest: Fixed Rate Note
(Further particulars specified below in "PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE")
Redemption: Subject to any purchase and cancellation, early redemption or optional redemption, the Notes will be redeemed on the Maturity Date at 100 per cent. of their Nominal Amount.
(Further particulars specified below in "PROVISIONS RELATING TO REDEMPTION")
Bail-inable Notes: Yes
Date Board approval for issuance of Notes obtained:
Not Applicable
Method of distribution: Non-syndicated
Asset Conditions: Not Applicable
PROVISIONS RELTING TO INTEREST (IF ANY) PAYABLEFixed Rate Note: Applicable
Interest Accrual Period: Applicable to the following Interest Accrual Period: Subject to any
Optional Redemption, the period beginning on (and including) the Interest Commencement Date and ending on (but excluding) the Maturity Date or, if earlier, the Optional Redemption Date.
For the avoidance of doubt, if the Issuer has redeemed the Notes on any Optional Redemption Date, then interest accrued, if any, to (but excluding) the Optional Redemption Date will be paid in accordance with the Optional Redemption (Call Option) provisions below.
Rate of Interest: 7.75 per cent. per annum, with the total accrued interest payable in arrears in one sum on the Maturity Date, subject to any Optional Redemption.
Interest Payment Date: Maturity Date, subject to any Optional Redemption
Interest Period Dates: Not Applicable
Fixed Coupon Amount: GBP 0.0775 per Calculation Amount
Broken Amount: Not Applicable
Day Count Fraction: Not Applicable
Interest Accrual Periods: Interest Accrual Periods will be unadjusted
Business Day Convention for the purposes of adjustment of "Interest Accrual Periods" in accordance with subparagraph (h) above:
Not Applicable
Additional Business Centre(s): Not Applicable
Determination Date(s): Not Applicable
Floating Rate Note: Not Applicable
Linked Interest Note: Not Applicable
PROVISIONS RELATING TO REDEMPTIONRedemption Determination Date(s): For the purposes of determining the Final Redemption Amount,
the Final Valuation Date
For the purposes of determining an Early Redemption Amount, the relevant Early Redemption Observation Date
Call Option: Applicable
Optional Redemption Date(s): Each of the dates specified in the third column of the of the
Optional Redemption Table below under the heading "Optional Redemption Date(t)", subject to adjustment in accordance with the Business Day Convention
Optional Redemption Amount(s) of each Note and method, if any, of calculation of such amount(s):
The Issuer may redeem all, but not some only, of the Notes on any Optional Redemption Date at the Optional Redemption Amount (as set out in the fourth column of the Optional Redemption Table below under the heading "Optional Redemption Amount"), provided that in respect of Bail-inable Notes where such redemption would lead to a breach of the Issuer's TLAC requirements, such redemption will be subject to the prior approval of the Superintendent.
For avoidance of doubt, on the Optional Redemption Date(t), the Optional Redemption Amount(t) will include any accrued but unpaid interest (Total AccruedT) up to (but excluding) the Optional Redemption Date in accordance with the provisions below. For the avoidance of doubt, the Notes are not subject to redemption at the option of the Noteholders.
Total AccruedT is applicable, where:
"Optional Redemption Amount" means the amount calculated by the Calculation Agent on the Valuation Date in accordance with the following formula:
Calculation Amount x (Optional Redemption Rate + Total AccruedT)
Where:
"Optional Redemption Rate" means as set out in the fourth column of the Optional Redemption Table below;
"t" means the number correlating to the applicable Optional Redemption Date(t) as specified in the Optional Redemption Table below;
"Total AccruedT" means:
"Valuation Date" means each date correlating to the applicable Optional Redemption Date(t) as specified in the second column of the Optional Redemption Table below under the heading "Valuation Date(t)", subject to adjustment in accordance with the Business Day Convention.
For the avoidance of doubt, Total AccruedT on the Issue Date is equal to zero.
- Accrual Rate: 7.75 per cent. per annum
Optional Redemption Table:
T = number of periods
Valuation Date (t)
Optional Redemption Date (t)
Optional Redemption Amount (t)
1
15 October 2027
29 October 2027
Not Applicable
2
15 October 2028
29 October 2028
CA x (100% + Total AccruedT)
3
15 October 2029
29 October 2029
CA x (100% + Total AccruedT)
4
15 October 2030
29 October 2030
CA x (100% + Total AccruedT)
5
15 October 2031
29 October 2031
CA x (100% + Total AccruedT)
6
15 October 2032
29 October 2032
CA x (100% + Total AccruedT)
7
15 October 2033
29 October 2033
CA x (100% + Total AccruedT)
8
15 October 2034
29 October 2034
CA x (100% + Total AccruedT)
9
15 October 2035 (the "Final Valuation Date")
29 October 2035
CA x (100% + Total AccruedT)
If redeemable in part: Not Applicable
Notice period: Notice of any Optional Redemption shall be given by the Issuer on or before any relevant Valuation Date, provided always that such notice shall not be less than 10 Business Days and not more than 30 Business Days prior to the relevant Optional Redemption Date.
Put Option: Not Applicable
Bail-inable Notes - TLAC Disqualification Event Call Option:
Applicable
Early Redemption Amount:
Early Redemption Amount(s) of each Note: payable on redemption for tax reasons, TLAC Disqualification Event Call Option, on Event of
On the occurrence of an Early Redemption Event, each Note will be redeemed by the Issuer on the Early Redemption Date by payment of the Early Redemption Amount, which will be an amount determined by the Calculation Agent in accordance with the following formula:
Default or Illegality and Force Majeure or other early redemption in accordance with the Conditions
Calculation Amount x 100%
Automatic (Autocall) Early Redemption for the purposes of General Condition 5.2 and Automatic Early Redemption Conditions (Annex 3):
Not Applicable
Final Redemption Amount for the purposes of General Condition 5.1 (Final Redemption) determined in accordance with:
Not Applicable
Redemption Payoff: Not Applicable
Early Redemption Level: Not Applicable
Fair Market Value Redemption Amount: Not Applicable
Final Redemption Amount of each Note: Unless previously redeemed or purchased and surrendered for
cancellation, each Note will be redeemed by the Issuer on the Maturity Date by payment of the Final Redemption Amount, which will be an amount determined by the Calculation Agent in accordance with the following formula:
Calculation Amount x 100%
PROVISIONS RELATING TO THE UNDERLYING(S) IF ANYIndex Linked Note: Not Applicable
Equity Linked Note: Not Applicable
Fund Linked Note: Not Applicable
Preference Share Linked Note: Not Applicable
Delivery: Cash Settlement
24. | (a) | Form: | Registered Form: Registered Global Note registered in the |
name of a nominee for a common depositary for Euroclear and | |||
(b) | Notes in New Global Note form | Clearstream, Luxembourg No |
Business Day Convention for the purposes of "Payment Business Day" election in accordance with General Condition 6.6 (Payment Business Day):
Following Business Day Convention
Additional Financial Centre(s): Not Applicable
Additional Business Centre(s): Not Applicable
Talons for future Coupons or Receipts to be No attached to Definitive Bearer Notes and dates on
which such Talons mature:
Redenomination (for the purposes of General Condition 11):
Not Applicable
Calculation Agent: Canadian Imperial Bank of Commerce (Toronto) 81 Bay Street, CIBC Square
Toronto, Ontario M5J 0E7 Canada
Governing Law English Law. Each Holder or beneficial owner of any Bail-inable Notes attorns to the jurisdiction of the courts in the Province of Ontario with respect to the operation of the CDIC Act.
Relevant Index Benchmark: Not Applicable
Specified Public Source: Not Applicable
Impacted Index: Not Applicable
Close of Business: Not Applicable
The information included herein with respect to indices and/or formulas comprising, based on or referring to variations in the prices of one or more shares in companies, any other equity or non-equity securities, currencies or currency exchange rates, interest rates, credit risks, fund units, shares in investment companies, term deposits, life insurance contracts, loans, commodities or futures contracts on the same or any other underlying instrument(s) or asset(s) or the occurrence or not of certain events not linked to the Issuer or any other factors to which the Notes are linked (the "Underlying") consists only of extracts from, or summaries of publicly available information. The Issuer accepts responsibility that such extracts or summaries have been accurately reproduced and that, so far as it is aware, and is able to ascertain from information published by the issuer, owner or sponsor, as the case may be, of such Underlying, no facts have been omitted that would render the reproduced extracts or summaries inaccurate or misleading. No further or other responsibility in respect of such information is accepted by the Issuer. In particular, neither the Issuer nor any Dealer accepts responsibility in respect of the accuracy or completeness of the information set forth herein concerning the Underlying of the Notes or that there has not occurred any event which would affect the accuracy or completeness of such information.
Signed on behalf of the Issuer:
By:
Duly authorizedPART B - OTHER INFORMATION
LISTING AND ADMISSION TO TRADING
Listing and admission to trading: Application is expected to be made by the Issuer (or on its
behalf) for the Notes to be admitted to trading on the London Stock Exchange's main market with effect from the Issue date and to be listed on the Official List of the FCA.
- RATINGS:
Ratings: The Notes to be issued have not been rated
- INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Save as discussed in "Subscription and Sale" in the Base Prospectus and save for any fees payable in connection with the issue of Notes, so far as the Issuer is aware, no person involved in the issue of the Notes has an interest material to the offer. The Dealer and its affiliates have engaged, and may in the future engage, in investment banking and/or commercial banking transactions with, and may perform other services for, the Issuer in the ordinary course.
- REASONS FOR THE OFFER AND ESTIMATED NET PROCEEDS AND TOTAL EXPENSES
Reasons for the offer: See the "Use of Proceeds" section of the Base Prospectus.
Estimated net proceeds: An amount equal to 99.12 per cent. of the final Aggregate
Principal Amount of the Notes issued on the Issue Date. For the avoidance of doubt, the estimated net proceeds reflect the proceeds to be received by the Issuer on the Issue Date.
Estimated total expenses related to admission to trading:
GBP 695 (listing fee)
- YIELD
Indication of yield: 7.75 per cent per annum
- PERFORMANCE OF RATES
Not Applicable
- PERFORMANCE OF UNDERLYING AND OTHER INFORMATION CONCERNING THE UNDERLYING
Not Applicable
- PERFORMANCE OF UNDERLYING PREFERENCE SHARE AND OTHER INFORMATION CONCERNING THE PREFERENCE SHARE
Not Applicable
- DISTRIBUTION
Method of distribution Non-syndicated
If syndicated: Not Applicable
If non-syndicated, name and address of Dealer
The following Dealer is procuring subscribers for the Notes:
Canadian Imperial Bank of Commerce, London Branch 150 Cheapside
London EC2V 6ET United Kingdom
Indication of the overall amount of the underwriting commission and of the placing commission:
No commissions are payable by the Issuer to the Dealer
U.S. Selling Restrictions: Reg. S Compliance Category 2 TEFRA Not Applicable
Prohibition of Sales to EEA Retail Investors:
Applicable
Prohibition of Sales to UK Retail Investors Not Applicable
U.S. Dividend Equivalent Withholding Not Applicable. The Issuer has determined that the Notes
(without regard to any other transactions) should not be subject to US withholding tax under Section 871(m) of the US Internal Revenue Code and regulations promulgated thereunder.
- OPERATIONAL INFORMATION
ISIN Code: XS3498997447
Temporary ISIN Not Applicable
Common Code 349899744
Other applicable Note identification number Not Applicable
Relevant clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking, S.A. and the relevant identification number(s)
Not Applicable
Delivery: Delivery against payment
Names and addresses of additional Paying Agent(s) (if any)
Not Applicable
Notes intended to be held in a manner which would allow Eurosystem eligibility:
No. While the designation is specified as "no" at the date of these Final Terms, should the Eurosystem eligibility criteria be amended in the future such that the Notes are capable of meeting them, the Notes may then be deposited with one of the ICSDs as common safekeeper). Note that this does not necessarily mean that the Notes will then be recognised as eligible collateral for Eurosystem monetary policy and intraday credit operations by the Eurosystem at any time during their life. Such recognition will depend upon the ECB being satisfied that Eurosystem eligibility criteria have been met.
- UK BENCHMARKS REGULATION
UK Benchmarks Regulation: Article 29(2) statement on benchmarks:
Not Applicable