THE BANK OF NOVA SCOTIA

Annual Meeting of Shareholders

April 9, 2024

REPORT OF VOTING RESULTS

in accordance with section 11.3 of National Instrument 51-102

Continuous Disclosure Obligations

The following matters were voted upon at the Annual Meeting of Shareholders of The Bank of Nova Scotia (the "Bank") held on April 9, 2024. Each of the matters is described in greater detail in the Notice of the 192nd Annual Meeting of Shareholders and Management Proxy Circular available at www.scotiabank.com in the Investor Relations section.

1.

Election of Directors

Each of the 14 nominees listed in the Management Proxy Circular was elected as a Director of the Bank.

Nominee

Votes For % For Votes Withheld % Withheld

Nora A. Aufreiter

511,248,772 95.47% 24,285,675 4.53%

Guillermo E. Babatz

522,561,674 97.58% 12,972,774 2.42%

Scott B. Bonham

517,463,986 96.63% 18,070,461 3.37%

Daniel (Don) H. Callahan

518,369,055 96.79% 17,165,392 3.21%

W. Dave Dowrich

524,253,539 97.89% 11,280,910 2.11%

Michael B. Medline

532,980,861 99.52% 2,553,587 0.48%

Lynn K. Patterson

523,437,271 97.74% 12,097,177 2.26%

Michael D. Penner

517,663,676 96.66% 17,870,771 3.34%

Una M. Power

521,969,123 97.47% 13,565,325 2.53%

Aaron W. Regent

512,275,698 95.66% 23,258,749 4.34%

Calin Rovinescu

516,115,230 96.37% 19,419,218 3.63%

Sandra J. Stuart

510,882,081 95.40% 24,652,367 4.60%

L. Scott Thomson

523,851,975 97.82% 11,682,473 2.18%

Benita M. Warmbold

509,539,402 95.15% 25,995,046 4.85%
2.

Appointment of Auditor

KPMG LLP was appointed as auditor of the Bank.

Votes For

% For

Votes Withheld

% Withheld

516,898,034

93.59% 35,378,810 6.41%
3.

Advisory vote on non-binding resolution on executive compensation approach

Votes For

% For

Votes Against

% Against

504,608,225

94.23% 30,923,456 5.77%
4.

Shareholder Proposal No. 1

Votes For

% For

Votes Against

% Against

Abstentions*

3,813,302

0.72% 527,404,733 99.28% 4,303,408
5.

Shareholder Proposal No. 2

Votes For

% For

Votes Against

% Against

Abstentions*

52,763,825

9.89% 480,767,996 90.11% 2,001,747
6.

Shareholder Proposal No. 3

Votes For

% For

Votes Against

% Against

Abstentions*

64,728,119

12.87% 438,105,884 87.13% 32,699,784
*

An abstention is counted as present for quorum purposes but is not counted as a vote cast in determining whether the requisite majority of votes cast has approved the proposal.

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Disclaimer

The Bank of Nova Scotia published this content on 09 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 April 2024 20:22:10 UTC.