1

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.

Final Terms dated 24 May 2024

Canadian Imperial Bank of Commerce

Branch of Account: Main Branch, Toronto

Legal Entity Identifier: 2IGI19DL77OX0HC3ZE78

Issue of Up to GBP 1,000,000 Preference Share Linked Notes due July 2027

under a Structured Note Issuance Programme

PART A - CONTRACTUAL TERMS

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 January 26, 2024 and the supplement to the Prospectus dated 1 March 2024 which together constitute a base prospectus (the "Prospectus") for the purposes of the Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA (the "UK Prospectus Regulation"). This document constitutes the Final Terms of the Notes described herein for the purposes of the UK Prospectus Regulation 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 this Final Terms and the Prospectus. 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,

ISIN: XS2831080150 Series Number: SPUK 017

2

Toronto, Ontario, Canada M5J 0E7, and at the office of Fiscal Agent, Deutsche Bank AG, London Branch at Winchester House, 1 Great Winchester Street, London EC2N 2DB.

1.

(a)

Series Number:

SPUK 017

(b)

Tranche Number

1

(c)

Date on which the Notes

Not Applicable

become fungible:

2.

Specified Currency:

British Pounds Sterling ("GBP")

3. Aggregate Nominal Amount:

(a)

Series:

Up to GBP 1,000,000

(b)

Tranche:

Up to GBP 1,000,000

4.

Issue Price:

100.00 per cent. of the Aggregate Nominal Amount

5.

(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

(b)

Minimum Trading Size:

Applicable. The Minimum Trading Size is GBP 1,000 in aggregate

nominal amount

(c)

Calculation Amount:

GBP 1.00

6.

(a)

Issue Date:

17 July 2024

(b)

Trade Date:

22 May 2024

(c)

Interest Commencement Date:

Not Applicable

7.

Maturity Date:

20 July 2027 or, if such date is not the day falling 10 Business Days

after the Final Valuation Date, then the Maturity Date shall be the day

falling 10 Business Days after the Final Valuation Date.

If the Preference Shares become subject to an Early Redemption

Event, then the Maturity Date shall be the day falling 10 Business

Days after the relevant Early Redemption Valuation Date.

8. Type of Notes:

(a)

Interest:

Not Applicable

(b)

Redemption:

Preference Share Linked Note

(Further particulars specified below in "PROVISIONS RELATING TO

REDEMPTION")

(c)

Bail-inable Notes:

No

9.

Date Board approval for issuance of

Not Applicable

Notes obtained:

ISIN: XS2831080150 Series Number: SPUK 017

3

10.

Method of distribution:

Non-syndicated

11.

Asset Conditions:

Preference Share Linked Asset Conditions applicable in accordance

with Annex 5

PROVISIONS RELTING TO INTEREST (IF ANY) PAYABLE

12.

Fixed Rate Note:

Not Applicable

13.

Floating Rate Note:

Not Applicable

14.

Linked Interest Note:

Not Applicable

PROVISIONS RELATING TO REDEMPTION

15.

Redemption Determination Date(s):

For the purposes of determining the Final Redemption Amount, the

date falling 10 Business Days prior to the Final Redemption Date

For the purposes of determining an Early Redemption Amount, the

date falling 10 Business Days prior to the Early Redemption Date

16.

Call Option:

Not Applicable

17.

Put Option:

Not Applicable

18.

Bail-inable Notes - TLAC

Not Applicable

Disqualification Event Call Option:

19.

Early Redemption Amount:

Fair Market Redemption Amount calculated in accordance with

General Condition 5.4.

Early Redemption Amount(s) of each

Note: payable on redemption for tax

reasons, on Event of Default or Illegality

and Force Majeure or other early

redemption in accordance with the

Conditions

(a)

Hedge Amount

Not Applicable

(b)

Fair Market Value Redemption

Not Applicable

Amount Percentage:

20.

Automatic (Autocall) Early Redemption

Not Applicable

for the purposes of General Condition

5.2 and Automatic Early Redemption Conditions (Annex 3):

21.

Final Redemption Amount for the

Not Applicable

purposes of General Condition 5.1 (Final

Redemption) determined in accordance

with:

PROVISIONS RELATING TO THE UNDERLYING(S) IF ANY

22.

(a)

Index Linked Note:

Not Applicable

(b)

Equity Linked Note:

Not Applicable

ISIN: XS2831080150 Series Number: SPUK 017

4

(c)

Fund Linked notes:

Not Applicable

(d)

Preference Share Linked Note:

Applicable.

(i)

Preference Share Issuer:

Tower Securities Limited

A description of the Preference Share Issuer is contained in the Base

Prospectus.

(ii)

Information:

The Preference Share Terms and Conditions are attached to these

Final Terms.

The Articles of the Preference Share Issuer are available for

inspection on request from Canadian Imperial Bank of Commerce,

London Branch, 150 Cheapside, London, EC2V 6ET, Attention:

Execution Management.

The Preference Share Value will be available on each Business Day

on request from Canadian Imperial Bank of Commerce, London

Branch, 150 Cheapside, London, EC2V 6ET, Attention: Execution

Management

(iii)

Preference Shares:

UK Preference Shares Series 15, issued by the Preference Share

Issuer

(iv)

Preference Share Underlying:

FTSE® 100 Index (Bloomberg Ticker: UKX Index)

EURO STOXX 50® Index (Bloomberg Ticker: SX5E Index)

S&P 500® Index (Bloomberg Ticker: SPX Index)

(v)

Final Valuation Date:

6 July 2027, provided that if there is an Early Preference Share

Redemption Event as a result of the Preference Shares being

redeemed following an Auto-Call Trigger Event in accordance with

the Preference Share Terms and Conditions, the Final Valuation Date

will be the relevant Auto-Call Valuation Date as set out in the

Preference Share Terms and Conditions, being:

Preference Share Auto Call

Valuation Date

6 July 2026

Provided further that if the Calculation Agent determines that any

date for valuation of or any determination in respect of the Preference

Share or of the underlying asset or reference basis (or any part

thereof) for the Preference Shares otherwise falling on or about such

day is delayed in accordance with the Preference Share Terms and

Conditions of the Preference Shares for any reason, the Final

Valuation Date shall be deemed to be the final such delayed valuation

date or determination date(s), all as determined by the Calculation

Agent.

(vi)

Valuation Time:

5:00pm (London time)

(vii) Additional Disruption Event:

ISIN: XS2831080150 Series Number: SPUK 017

5

(A)

Change in Law:

Applicable: Hedging Arrangements is Applicable

(B)

Hedging Disruption:

Applicable

(C)

Increased Cost of Hedging:

Applicable

(D)

Insolvency Filing:

Applicable

(viii)

Early Redemption Notice Period

10 Business Days following the Early Redemption Valuation Date

Number:

(a)

Fair Market Value Redemption

As specified in Preference Share Linked Condition 1.6(b)

Amount:

(b)

Extraordinary Events:

Applicable

Merger Event is Applicable

Tender Offer is Applicable

Insolvency is Applicable

Nationalisation is Applicable

(e)

Delivery:

Cash Settlement

GENERAL PROVISIONS APPLICABLE TO THE NOTES

23.

(a)

Form:

Registered Notes

Registered Form: Registered Global Note registered in the name of

a nominee for a common depositary for Euroclear and Clearstream,

Luxembourg

(b)

Notes in New Global Note form

No

24. Business Day Convention for the Following Business Day Convention purposes of "Payment Business Day"

election in accordance with General Condition 6.6 (Payment Business Day):

25.

Additional Financial Centre(s):

Toronto

26.

Additional Business Centre(s):

Not Applicable

27.

Talons for future Coupons or Receipts to

No

be attached to Definitive Bearer Notes

and dates on which such Talons mature:

28.

Redenomination (for the purposes of

Not Applicable

General Condition 11):

29.

Calculation Agent:

Canadian Imperial Bank of Commerce, Toronto

81 Bay Street, Canada Square, Toronto, Ontario M5J 0E7, Canada

30.

Governing Law

English Law

ISIN: XS2831080150 Series Number: SPUK 017

6

31.

(a)

Relevant Index Benchmark:

Not Applicable

(b)

Specified Public Source:

Not Applicable

(c)

Impacted Index:

Not Applicable

(d)

Alternative Pre-Nominated Index:

Not Applicable

(e)

Close of Business:

Not Applicable

THIRD PARTY INFORMATION

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 authorized

By:

Duly authorized

ISIN: XS2831080150 Series Number: SPUK 017

7

PART B - OTHER INFORMATION

1. 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 Issue Date

and to be listed on the Official List of the FCA.

2.

RATINGS:

Ratings:

The Notes to be issued have not been rated.

3. 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 to the Initial Authorised Offeror 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.

5. REASONS FOR THE OFFER AND ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(a)

Reasons for the offer:

See the "Use of Proceeds" section of the Base Prospectus.

(b)

Estimated net proceeds:

An amount equal to 98.50 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.

They are not a reflection of the fees payable by/to the Dealer

and/or the Authorised Offeror.

(c)

Estimated total expenses:

GBP 975 (listing fee)

6. YIELD

Indication of yield:

Not Applicable

  1. PERFORMANCE OF RATES Not Applicable.
  2. PERFORMANCE OF PREFERENCE SHARE UNDERLYING AND OTHER INFORMATION CONCERNING THE PREFERENCE SHARE UNDERLYING
  1. Preference Share Underlying:
  2. Where past and future performance and volatility of the Preference Share Underlying can be found:

FTSE® 100 Index (Bloomberg Ticker: UKX Index)

EURO STOXX 50® Index (Bloomberg Ticker: SX5E Index)

S&P 500® Index (Bloomberg Ticker: SPX Index)

The performance of the Preference Shares, and accordingly the Preference Share Linked Notes, is linked to the performance of the Preference Share Underlying. Information on the FTSE® 100 Index (including past and

ISIN: XS2831080150 Series Number: SPUK 017

8

future performance and volatility) can be obtained from, free of charge:

http://www.ftse.com/products/indices/uk

Information on the EURO STOXX 50® Index (including past and future performance and volatility) can be obtained from, free of charge:

http://www.stoxx.com/index.html

Information on the S&P 500® Index (including past and future performance and volatility) can be obtained from, free of charge:

https://us.spindices.com/indices/equity/sp-500

9. DISTRIBUTION

(a)

Method of distribution

Non-syndicated

(b)

If syndicated:

Not Applicable

(c)

If non-syndicated, name and address of

The following Dealer is procuring subscribers for the Notes:

Dealer:

Canadian Imperial Bank of Commerce, London Branch, 150

Cheapside, London, EC2V 6ET

  1. Indication of the overall amount of the underwriting commission and of the placing commission:

No commissions are payable by the Issuer to the Dealer

The fee payable by the Dealer to the Initial Authorised Offeror is up to 2.00 per cent. per Specified Denomination and may take the form of a commission or a discount to the purchase price in respect of such Notes.

(e) U.S. Selling Restrictions:

Reg. S Compliance Category 2

TEFRA Not Applicable

  1. Public Offer where there is no exemption Applicable from the obligation under the FSMA to
    publish a prospectus:
  1. Offer Period:
  2. Financial intermediaries granted specific consent to use the Base Prospectus in accordance with the conditions in it:

An offer of the Notes may be made other than pursuant to Article 3(2) of the UK Prospectus Regulation in the United Kingdom during the period from (and including) 31 May 2024 to (and including) 3 July 2024 (the "Offer Period").

See further Paragraph 12 below.

  1. Meteor Asset Management Limited, 24/25 The Shard, 32 London Bridge Street, London SE1 9SG, United Kingdom (the "Initial Authorised Offeror")
  2. Any additional financial intermediary appointed by the Issuer and whose name is published on the Issuer's website and identified as an Authorised Offeror in respect of the relevant Public Offer (each an
    "Additional Authorised Offeror" and, together with

ISIN: XS2831080150 Series Number: SPUK 017

9

    1. General Consent:
    2. Other Authorised Offeror Terms:
  1. Prohibition of Sales to EEA Retail Investors:
  2. Prohibition of Sales to UK Retail Investors
  3. U.S. Dividend Equivalent Withholding

10. OPERATIONAL INFORMATION

the Initial Authorised Offeror, the "Authorised

Offerors")

Not Applicable

Not Applicable

Applicable

Not Applicable

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.

(a)

ISIN Code:

XS2831080150

(b)

Temporary ISIN

Not Applicable

(c)

Common Code

283108015

(d) Other applicable Note identification number

Not Applicable

  1. Relevant clearing system(s) other than Not Applicable Euroclear Bank SA/NV and Clearstream
    Banking, S.A. and the relevant identification number(s)
  1. Delivery:
  2. Names and addresses of additional Paying Agent(s) (if any)
  3. Notes intended to be held in a manner which would allow Eurosystem eligibility:

Delivery against payment

Not Applicable

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

11. UK BENCHMARKS REGULATION

  1. UK Benchmarks Regulation: Article 29(2) statement on benchmarks:

Amounts payable under the Notes are calculated by reference to a Preference Share which, in turn, references the FTSE® 100 Index which is provided by FTSE International Limited. As of the date of these Final Terms, FTSE International Limited is included in the register of administrators and benchmarks established and maintained

ISIN: XS2831080150 Series Number: SPUK 017

12. TERMS AND CONDITIONS OF THE OFFER

  1. Offer Price:
  2. Conditions to which the offer is subject:

10

by the FCA pursuant to Article 36 of the UK Benchmarks Regulation.

Amounts payable under the Notes may be calculated by reference to EURO STOXX 50® Index which is provided by STOXX Limited or S&P 500® Index which is provided by S&P Dow Jones Indices. As at the date of these Final Terms, STOXX Limited and S&P Dow Jones Indices do not appear on the register of administrators and benchmarks established and maintained by the Financial Conduct Authority ("FCA") pursuant to Article 36 of the UK Benchmarks Regulation (Regulation (EU) 2016/1011) as it forms part of UK domestic law by virtue of the European (Withdrawal) Act 2018 (as amended) (as amended, the "UK Benchmarks Regulation").

As far as the Issuer is aware the transitional provisions in Article 51 of the UK Benchmarks Regulation apply, such that STOXX Limited and S&P Dow Jones Indices are not currently required to obtain authorisation or registration (or, if located outside the United Kingdom, recognition, endorsement or equivalence).

Issue Price

An offer of the Notes may be made by the Authorised Offeror(s) other than pursuant to Article 3(2) of the UK Prospectus Regulation in the United Kingdom (the "UK Public Offer") during the Offer Period, subject to the conditions set out in the Base Prospectus.

Up to GBP 1,000,000 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 Issuer may close the Offer Period before 3 July 2024 if the Notes are fully subscribed before such date.

The Issuer will publish a notice in accordance with the method of publication set out in Article 21(2) of the UK Prospectus Regulation in the event that the Offer Period is shortened as described above.

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. In such an event, all application monies relating to applications for Notes under the UK Public Offer will be returned (without interest) to applicants at the applicant's risk by cheque, by wire transfer or by any other method as the Issuer deems to be appropriate, no later than 30 days after the date on which the UK Public Offer of the Notes is cancelled.

For the avoidance of doubt, if any application has been made by a potential investor and the Issuer exercises its

ISIN: XS2831080150 Series Number: SPUK 017

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CIBC - Canadian Imperial Bank of Commerce published this content on 24 May 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 24 May 2024 12:35:08 UTC.