Canadian Imperial Bank of Commerce : Publication of Final Terms SPUK 010

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 26 March 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 May 2030 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,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:

• (b) Tranche NumberSPUK 010 1

• (c) Date on which the Notes become fungible:

Not Applicable

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:

• (b) Minimum Trading Size:

  GBP 1,000 and integral multiples of GBP 1 in excess thereof

  Calculation of Interest and Redemption based on the Specified Denomination: Applicable

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

• (c) Calculation Amount:

  GBP 1.00

  6.

• (a) Issue Date:

  15 May 2024

• (b) Trade Date:

  19 March 2024

• (c) Interest Commencement Date:

Not Applicable

7.

Maturity Date:

8.

Type of Notes:

15 May 2030 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.

• (a) Interest:

  Not Applicable

• (b) Redemption:

(c)Bail-inable Notes:

Preference Share Linked Note

(Further particulars specified below in "PROVISIONS RELATING TO REDEMPTION")

No

9.

Date Board approval for issuance of Notes obtained:

Not Applicable

PROVISIONS RELTING TO INTEREST (IF ANY) PAYABLE

• 12. Fixed Rate Note:

  Not Applicable

• 13. Floating Rate Note:

  Not Applicable

• 14. Linked Interest Note:

PROVISIONS RELATING TO REDEMPTION

• 15. Redemption Determination Date(s):

• 16. Call Option:

  Not ApplicableFor the purposes of determining the Final Redemption Amount, the date falling 10 Business Days prior to the Final Redemption DateFor the purposes of determining an Early Redemption Amount, the date falling 10 Business Days prior to the Early Redemption DateNot Applicable

• 17. Put Option:

  Not Applicable

• 18. Bail-inable Notes - TLAC Disqualification Event Call Option:

  Not Applicable

• 19. Early Redemption Amount:

  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

    Fair Market Redemption Amount calculated in accordance with General Condition 5.4.

    Not Applicable

  • (b) Fair Market Value Redemption

    Amount Percentage:

• 20. Automatic (Autocall) Early Redemption for the purposes of General Condition 5.2 and Automatic Early Redemption Conditions (Annex 3):

  Not Applicable

  Not Applicable

• 21. Final Redemption Amount for the purposes of General Condition 5.1 (Final Redemption) determined in accordance with:

Not Applicable

PROVISIONS RELATING TO THE UNDERLYING(S) IF ANY

22.

• (c) Fund Linked notes:

  Not Applicable

• (d) Preference Share Linked Note:

Applicable.

• (i) Preference Share Issuer:

• (ii) Information:

• (iii) Preference Shares:

  Tower Securities Limited

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

  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

  UK Preference Shares Series 9, issued by the Preference Share Issuer

• (iv) Preference Share Underlying:FTSE® 100 Index (Bloomberg Ticker: UKX Index)

• (v) Final Valuation Date:

(vi) Valuation Time:

30 April 2030, 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:

30 April 2026

30 April 2027

2 May 2028

30 April 2029

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.

5:00pm (London time)

GENERAL PROVISIONS APPLICABLE TO THE NOTES

• (a) Form:

• (b) Notes in New Global Note form

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

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

4S. ave 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 98.85 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

7.

PERFORMANCE OF RATES

Not Applicable.

8.

PERFORMANCE OF PREFERENCE SHARE UNDERLYING AND OTHER INFORMATION CONCERNING THE PREFERENCE SHARE UNDERLYING

• (a) Preference Share Underlying:

  FTSE® 100 Index (Bloomberg Ticker: UKX Index)

• (b) Where past and future performance and volatility of the Preference Share Underlying can be found:

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

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

9.

DISTRIBUTION

(a)Method of distribution

Non-syndicated

(b)

If syndicated:

Not Applicable

(c)

If non-syndicated, name and address of Dealer:

(d)Indication of the overall amount of the underwriting commission and of the placing commission:

The following Dealer is procuring subscribers for the Notes:

Canadian Imperial Bank of Commerce, London Branch, 150

Cheapside, London, EC2V 6ET

No commissions are payable by the Issuer to the DealerThe 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:

(f)Public Offer where there is no exemption from the obligation under the FSMA to publish a prospectus:

Reg. S Compliance Category 2

TEFRA Not Applicable

Applicable

• (i) Offer Period:

• (ii) 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) 28 March 2024 to (and including) 30 April 2024 (the "Offer Period").

See further Paragraph 12 below.

(i) Meteor Asset Management Limited, 24/25 The Shard,

32 London Bridge Street, London SE1 9SG, United Kingdom (the "Initial Authorised Offeror")

(ii)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 the Initial Authorised Offeror, the "Authorised Offerors")

(g)

(h)

(i)

• 10. OPERATIONAL INFORMATION

  • (a) ISIN Code:

    XS2793252904

  • (b) Temporary ISIN

  • (c) Common Code

    Not Applicable 279325290

  • (d) Other applicable Note identification number

    Not Applicable

  • (e) Relevant clearing system(s) other than Euroclear Bank SA/NV and Clearstream Banking, S.A. and the relevant identification number(s)

    Not Applicable

  • (f) Delivery:

    Delivery against payment

  • (g) Names and addresses of additional Paying Agent(s) (if any)

    Not Applicable

  • (h) Notes intended to be held in a manner which would allow Eurosystem eligibility:

• 11. UK BENCHMARKS REGULATION

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

• 12. TERMS AND CONDITIONS OF THE OFFER

  • (a) Offer Price:

    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

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

    Issue Price

  • (b) Conditions to which the offer is subject: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.

10

The Issuer may close the Offer Period before 30 April 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 right to cancel the offer, such potential investor shall not be entitled to receive any Notes.

The Issuer shall 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 UK Public Offer is cancelled and the Notes are not issued in the United Kingdom pursuant to the above.

(c)Description of the application process:

Applications for the Notes may be made in the United Kingdom through the Authorised Offeror(s) during the Offer Period. The Notes will be placed into the United Kingdom by the Authorised Offeror(s).

Each prospective investor will subscribe for the Notes in accordance with the arrangements existing between the Authorised Offeror(s) and its customer relating to the subscription of securities generally and not directly with the Issuer.

The applications can be made in accordance with the Authorised Offeror's usual procedures. Prospective investors will not be required to enter into any contractual arrangements directly with the Issuer or the Dealer related to the subscription for the Notes.

A prospective investor should contact the Authorised Offeror prior to the end of the Offer Period. A prospective investor will subscribe for Notes in accordance with the arrangements agreed with the Authorised Offeror relating to the subscription of securities generally.

There are no pre-identified allotment criteria. The Authorised Offeror will adopt allotment criteria that ensure equal treatment of prospective investors. All of the Notes requested through the Distributor during the Offer Period will be as otherwise specified herein.

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CIBC - Canadian Imperial Bank of Commerce published this content on 27 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 March 2024 09:18:09 UTC.