6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of: February, 2024

Commission File Number: 002-09048

THE BANK OF NOVA SCOTIA

(Name of registrant)

40 Temperance Street, Toronto, Ontario, M5H 0B4

(416) 933-4103

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☐      Form 40-F ☒

This report on Form 6-K shall be deemed to be incorporated by reference in The Bank of Nova Scotia’s registration statements on Form S-8 (File No. 333-199099) and Form F-3 (File No. 333-261476) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	THE BANK OF NOVA SCOTIA
Date: February 27, 2024	By:	/s/ Roula Kataras
		Name: Roula Kataras
		Title: Senior Vice-President and Chief Accountant

    EXHIBIT INDEX

Exhibit	Description of Exhibit
99.1	Press Release dated February 27th, 2024 – Scotiabank Announces Dividend on Outstanding Shares

EX-99.1

Exhibit 99.1

Scotiabank Announces Dividend on Outstanding Shares

TORONTO, ON (February 27, 2024) – Scotiabank today announced a dividend on the outstanding shares of the Bank, payable April 26, 2024, to shareholders of record at the close of business on April 2, 2024:

Common Shares

• Dividend No. 619    of    $1.06 per share;

Holders may elect to receive their dividends in common shares of the Bank in lieu of cash dividends, in accordance with the Bank’s Shareholder Dividend and Share Purchase Plan (the “Plan”). Under the Plan, the Bank determines whether the additional common shares will be purchased on the open market or issued by the Bank from treasury. At this time, and until such time as the Bank elects otherwise, for the purposes of dividend reinvestments and stock dividends under the Plan, the Bank will continue to issue Common Shares (as defined in the Plan) from treasury, with a 2% discount to the Average Market Price (as defined in the Plan). For optional share purchases made under the Plan, the Bank will issue common shares from treasury at 100% of the Average Market Price (as defined in the Plan). Such shares will be allotted for issuance by Computershare Trust Company of Canada, as agent under the Plan, for the account of participants in the Plan, in an amount determined in accordance with the provisions of the Plan.

About Scotiabank

Scotiabank’s vision is to be our clients’ most trusted financial partner, to deliver sustainable, profitable growth and maximize total shareholder return. Guided by our purpose: “for every future,” we help our clients, their families and their communities achieve success through a broad range of advice, products and services, including personal and commercial banking, wealth management and private banking, corporate and investment banking, and capital markets. With assets of approximately $1.4 trillion (as at January 31, 2024), Scotiabank trades on the Toronto Stock Exchange (TSX: BNS) and New York Stock Exchange (NYSE: BNS). For more information, please visit http://www.scotiabank.com and follow us on X @Scotiabank.

SOURCE Scotiabank

For further information:

John McCartney, Investor Relations, Scotiabank, john.mccartney@scotiabank.com

Sophia Saeed, Investor Relations, Scotiabank, sophia.saeed@scotiabank.com