Canadian Imperial Bank of Commerce (CM) FY2025 40-F and Q3 FY2026 6-K Summary

Business

Source: annual report on Form 40-F for fiscal 2025 (year ended October 31, 2025), accession 0001193125-25-307488, Annual Information Form (Exhibit B.3(a)) and Management's Discussion and Analysis (Exhibit B.3(c)).

CIBC is a Canadian chartered bank that lends to and takes deposits from households and businesses, manages and administers client wealth, and runs a capital markets franchise. It serves about 15 million personal, business, public-sector and institutional clients in Canada, the United States and internationally, with about 50,000 employees. Most of its revenue is spread income: in fiscal 2025 net interest income was $11.26 billion of $20.80 billion in total revenue, and the remaining $9.54 billion came from fees and other income, chiefly investment-management, custodial and mutual-fund fees, trading gains, underwriting and advisory fees, and card, deposit and credit fees. At fiscal year-end it had total assets of $797.24 billion, net loans and acceptances of $420.77 billion and deposits of $576.82 billion. Assets under administration were $2.85 trillion, most of it custody held through CIBC Mellon, the bank's 50/50 joint venture with The Bank of New York Mellon. Assets under management were $307.62 billion.

The bank runs four strategic business units plus a Corporate and Other segment. Fiscal 2025 results by unit:

• Canadian Personal and Business Banking, branches, contact centres and mobile and online banking for individuals and small businesses across Canada, including the Simplii Financial direct bank and the Imperial Service advice offer. Revenue was $8.59 billion and net income $2.22 billion. It is the bank's largest earner, with a 2.88% net interest margin and a 25.0% return on equity.
• Canadian Commercial Banking and Wealth Management, relationship banking for middle-market companies and entrepreneurs, private banking and Wood Gundy advice for high-net-worth families, the Investor's Edge online brokerage and CIBC Asset Management. Revenue was $4.93 billion, of which wealth management was the larger part. Net income was $1.67 billion.
• U.S. Commercial Banking and Wealth Management, CIBC Bank USA's commercial banking for middle-market and mid-corporate companies, plus private wealth management and private and small-business banking in selected U.S. markets. In US dollars, as the bank reports it, revenue was $2.29 billion and net income $685 million, for an 8.4% return on equity.
• Capital Markets, global markets (trading, financing, foreign exchange and payments), corporate and investment banking, and research. Revenue was $4.39 billion and net income $1.62 billion. The bank reports a 14.2% market share among its "Strategic and Focus" clients in Canada and is expanding its U.S. platform.
• Corporate and Other, the functional groups (technology, risk, finance, people), Treasury and CIBC Caribbean Bank Limited, which the bank agreed in May 2026 to sell (see Current quarter). It lost $160.65 million in fiscal 2025.

Management's stated priorities are growing the mass-affluent and private-wealth franchise, expanding digital-first personal banking, connecting the bank's businesses for clients, and simplifying and protecting the bank. Its through-the-cycle financial targets are adjusted diluted EPS growth of 7% to 10% a year, positive adjusted operating leverage, an adjusted return on common equity of 15% or more, an adjusted dividend payout ratio of 40% to 50%, and a strong buffer over regulatory capital requirements.

CIBC is governed by the Bank Act (Canada). It was formed in 1961 by the amalgamation of The Canadian Bank of Commerce and Imperial Bank of Canada, and its head office is CIBC Square in Toronto. Its common shares trade on the Toronto and New York stock exchanges.

Risk factors

Sources: "Management of risk – Top and emerging risks" in the fiscal 2025 MD&A (Form 40-F, accession 0001193125-25-307488), as updated in the third-quarter 2026 Report to Shareholders (Form 6-K, accession 0001193125-26-369486, Exhibit 99.1), including its notes on income taxes and contingent liabilities.

The bank flags these risks as material and current:

• Trade policy and tariffs. U.S. tariffs and Canadian countermeasures threaten supply chains, inflation and growth. The bank names manufacturing, retail and wholesale, and transportation as the most exposed borrower sectors. By the third quarter of 2026 the risk had sharpened: the U.S. declined in July to renew the Canada-U.S.-Mexico agreement, which moves the deal into annual reviews until 2036 and leaves open a significant restructuring or termination. The U.S. imposed further tariffs on Canada on August 22, 2026. Higher unemployment and inflation would feed directly into credit losses on retail and commercial loans.
• Canadian household debt and housing. Mortgages keep renewing at higher rates while income growth slows. Property sales in 2026 are at their weakest since 2020 and Canadian unemployment was still elevated at 6.4% in July 2026. The exposure is large: at July 31, 2026 the residential mortgage and home-equity line book totalled $215.00 billion, 87% of it uninsured, and Ontario accounted for $118.76 billion. Losses on real-estate-secured lending remain low because loan-to-value ratios are strong. OSFI's consultation on a new Credit Risk Management Guideline covering mortgage, commercial real estate and corporate lending closed on July 29, 2026, and drafts of the guideline are expected in the fourth quarter of 2026.
• Credit deterioration in specific books. Impaired-loan provisions stayed high through fiscal 2026 in Canadian credit cards and personal lending, and rose in Canadian commercial lending (retail and wholesale, consumer goods manufacturing) and in Capital Markets (transportation, telecommunications and cable). U.S. real estate and construction drove impairments in 2024 and 2025.
• Geopolitical shocks. The conflict involving Iran, which began in late February 2026, repriced energy and commodities and kept markets volatile through the third quarter. The war in Ukraine and political unrest remain on the list. Shocks hit trading and non-trading market-risk positions as well as credit.
• Cyber security, technology and artificial intelligence. Attackers are using AI for phishing, faster vulnerability discovery and potentially autonomous attacks. Frontier AI models could force faster patching across the bank's systems. Data, model-bias and third-party-AI risks are rising, and OSFI's model-risk guideline (E-23) brings AI and machine-learning models into scope from May 1, 2027.
• Capital and resolution regime. As a domestic systemically important bank, CIBC must hold a CET1 ratio of at least 11.0% including all buffers, after OSFI cut the Domestic Stability Buffer from 3.5% to 3.0% effective June 19, 2026. Its preferred shares, limited recourse capital notes and NVCC debentures convert into common shares if OSFI declares the bank non-viable, which could mean up to about 7.0 billion new shares. Another $54.32 billion of liabilities was subject to bail-in conversion at July 31, 2026. In the U.S., the Federal Reserve can require the parent to support CIBC Bank USA and can restrict its dividends.
• Tax disputes. The Canada Revenue Agency has reassessed about $1.37 billion of income taxes for 2011–2020, and proposed a further $57.03 million for 2021, by denying deductions on certain dividends. CIBC is litigating and has accrued nothing. A further potential exposure of about $178.21 million on foreign-exchange capital-loss matters is also unaccrued. Canada's adoption of the OECD global minimum tax, including the under-taxed profits rule, could draw U.S. retaliatory tax measures.
• Litigation. The bank estimates reasonably possible losses above its accruals on significant legal matters at nil to about $285.14 million as of July 31, 2026. Pending matters include the Pope class action (certified in February 2026 and under appeal) and claims that CIBC entities or their customers used "spoofing" to manipulate Quantum BioPharma's share price, brought both by the company and in a proposed shareholder class action.
• Other named risks. Climate (physical and transition risk, and diverging disclosure rules), anti-money-laundering and sanctions compliance under a stricter FINTRAC penalty regime, third-party and fourth-party failures, competition from fintechs and open banking, and execution risk on acquisitions and divestitures, which now includes the pending CIBC Caribbean sale.

Management's discussion and analysis, fiscal 2025

Source: fiscal 2025 MD&A, Form 40-F, accession 0001193125-25-307488 (Exhibit B.3(c)).

Fiscal 2025 was a strong year in a weakening Canadian economy. Revenue rose 13.8% to $20.80 billion (up 10.6% in US-dollar terms) and net income rose 18.2% to $6.04 billion. Reported diluted EPS was $6.12 against $5.35 (C$8.57 against C$7.28, up 18%), and adjusted diluted EPS was $6.15. Return on common equity improved to 14.3% (14.4% adjusted). That was still short of the 15% target, which management attributed mainly to higher regulatory capital requirements. The efficiency ratio improved to 54.4% from 56.4%, and reported operating leverage was 4.0%. The only item of note was $23.56 million after tax of amortization and impairment of acquisition-related intangibles.

Revenue growth came from both margin and fees:

• Net interest income rose 15% to $11.26 billion. Drivers were loan and deposit volume growth across all businesses, the conversion of bankers' acceptances into CORRA-based loans after CDOR ended in 2024, and wider deposit and loan margins. Net interest margin on average interest-earning assets rose 8 basis points to 1.55%, and to 1.93% excluding trading. Lower Treasury revenue and trading net interest income partly offset the gains.
• Non-interest income rose 12% to $9.54 billion. Underwriting and advisory fees were up 29%, investment-management and custodial fees 13%, mutual-fund fees 12% and brokerage commissions 29%. Total trading revenue rose 23.4% to $1.94 billion, led by equities, commodities, interest rates and foreign exchange. Credit fees fell 17% because of the bankers'-acceptance conversion.
• Provision for credit losses rose 17% to $1.67 billion. Performing-loan provisions increased as the economic outlook worsened under tariffs and as models were updated. Impaired provisions rose in every business except U.S. commercial banking. Canadian Personal and Business Banking's provision jumped 43% to $1.26 billion on higher credit-card and personal-lending write-offs and a higher residential-mortgage provision.
• Non-interest expenses rose 10% to $11.32 billion. Employee compensation was up 12%, including performance pay and termination costs, and technology spending was up 8%.

All four business units grew earnings. Canadian Personal and Business Banking net income rose 7% on a 27-basis-point margin expansion, partly offset by higher credit costs. Canadian Commercial Banking and Wealth Management rose 13% on 18% wealth-revenue growth from market appreciation. U.S. Commercial Banking and Wealth Management net income rose to $685 million from $368 million (up 86% in US dollars), mainly because its loan-loss provision fell 70% as U.S. real-estate impairments eased. Capital Markets net income rose 40% on 28% revenue growth, with global markets up 31% and corporate and investment banking up 23%. Corporate and Other swung to a loss on lower Treasury and International banking revenue.

Capital and liquidity stayed strong. The CET1 ratio was 13.3%, the Tier 1 ratio 15.1%, the leverage ratio 4.3% and the three-month average liquidity coverage ratio 132%. The bank repurchased 18.5 million shares for $1.24 billion and paid dividends of $2.77 per share (C$3.88, up from C$3.60), a 45.0% payout ratio.

Current quarter, third quarter of fiscal 2026 (three months ended July 31, 2026)

Source: Report to Shareholders for the Third Quarter, 2026, Form 6-K filed August 27, 2026, accession 0001193125-26-369486 (Exhibit 99.1). Deal terms first announced with the second-quarter results are from Form 6-K accession 0001193125-26-242963 (Exhibit 99.1), and the leadership and segment changes are from Form 6-K accession 0001279569-26-000491.

Underlying earnings grew strongly in the third quarter, but reported profit dipped from the second quarter because of a charge on the sale of the Caribbean bank. Revenue was $6.00 billion, up 15.4% from a year earlier (13.6% in US-dollar terms) and 4.5% from the second quarter. Net income rose 14.9% year over year to $1.73 billion but fell 2.3% from the prior quarter. Two items of note reduced it by $0.19 per share (C$0.26): a $192.72 million pre-tax charge ($166.21 million after tax) related to the CIBC Caribbean sale, and amortization of acquisition intangibles. Excluding them, adjusted net income rose 25.9% to $1.90 billion. Reported diluted EPS was $1.77 (C$2.47 against C$2.15) and adjusted diluted EPS $1.96 (C$2.73 against C$2.16). Return on common equity was 15.2% reported and 16.8% adjusted, against 14.2% a year earlier, so on an adjusted basis the bank is now above its 15% target.

Margins and fees both contributed:

• Net interest income rose 11% to $3.23 billion on wider non-trading margins, volume growth and currency translation. The margin excluding trading rose to 2.07% from 1.94%.
• Non-interest income rose 20% to $2.77 billion on trading, fee-based revenue and credit fees.
• Non-interest expenses rose 18% to $3.36 billion. The increase came from performance and other compensation, the Caribbean charges, technology and professional fees. The reported efficiency ratio was 56.0%, and 52.7% adjusted.
• Provision for credit losses was $404.07 million, essentially flat in Canadian dollars. A favourable change in the economic outlook and an allowance release on the sale of a pool of U.S. commercial real estate loans brought a net release on performing loans. Impaired provisions rose in Canadian commercial, Canadian personal and Capital Markets. The loan-loss ratio was 0.40%, against 0.33% a year earlier.

Results by business:

• Canadian Personal and Business Banking: net income $679.18 million, up 17%, on revenue of $2.40 billion (up 9%). Net interest margin widened 25 basis points to 3.16%. Impaired provisions rose on card and personal-lending write-offs.
• Canadian Commercial Banking and Wealth Management: net income $443.48 million, up only 4%. Wealth revenue grew 23% to $920.62 million on market-driven fee growth and client activity, but the loan-loss provision rose to $103.88 million from $15.28 million on impairments in retail and wholesale and in consumer goods manufacturing.
• U.S. Commercial Banking and Wealth Management (in US dollars, as reported): net income $228 million, up 23% from $186 million. Revenue was $618 million, up 7%, and the unit booked a $23 million net provision release that included an allowance release on the sale of commercial real estate loans.
• Capital Markets: net income $517.27 million, up 34%, on revenue of $1.31 billion (up 22%). Global markets revenue rose 33% on equity trading and financing. Advisory and equity underwriting revenue was lower.
• Corporate and Other: net loss of $143.29 million, against $78.59 million a year earlier, driven by the Caribbean charges.

For the nine months, net income was $5.76 billion, up 27.1%. This included income tax recoveries of $304.82 million (C$422 million) in the first quarter related to a capital-gains distribution and the use of capital losses, which cut the year-to-date effective tax rate to 18.8%.

Balance sheet and capital. At July 31, 2026 total assets were $839.59 billion, net loans and acceptances $435.85 billion (up 4% since fiscal year-end, led by business and government loans and Canadian mortgages) and deposits $607.48 billion (up 5%). The CET1 ratio was 13.4%, down from 13.6% at the end of the second quarter and well above the 11.0% OSFI target. The leverage ratio was 4.3%, the liquidity coverage ratio 127% and the TLAC ratio 34.4%. Capital returns and capital raising in the quarter:

• Share buybacks. The bank completed its previous buyback on May 25, 2026, having bought all 20 million authorized shares for $1.88 billion (C$2,593 million) at an average $93.92 (C$129.68) per share; 2.0 million of those were bought this quarter for $219.95 million. A new bid for up to 30 million shares (about 3.3% of the shares outstanding) runs to June 7, 2027, and 5.5 million shares were bought under it this quarter at an average $116.19 (C$162.18) for $639.06 million.
• Capital instruments. On July 13, 2026 the bank issued $500 million of 6.750% Limited Recourse Capital Notes Series 10, which count toward Tier 1 capital. That followed a $700 million Series 9 issue in January and the April 21, 2026 redemption of $733.03 million (C$1.0 billion) of 1.96% subordinated debentures.
• Dividend. The quarterly common dividend was $0.77 (C$1.07), against C$0.97 a year earlier.

Strategic moves this quarter:

• Sale of CIBC Caribbean. CIBC agreed on May 27, 2026 to sell its 91.67% stake in CIBC Caribbean Bank Limited to The Bank of N.T. Butterfield & Son for about $1.645 billion in cash and Butterfield shares, leaving CIBC with roughly 22% of Butterfield. The bank says the sale frees capital for North American growth and will add 24 basis points to its CET1 ratio at closing, which it expects in the first half of 2027.
• Stake in &Partners. On July 6, 2026 CIBC closed the purchase of a 19.15% equity interest (4.99% voting) in Ampersand Partners, LLC (&Partners), a U.S. private wealth management firm, and became its strategic banking partner. The bank did not disclose the purchase price, which includes a contingent payment due in 2029.
• New segment structure. From the fourth quarter of 2026, the Canadian and U.S. commercial-banking and wealth businesses will be reported as two cross-border units, Commercial Banking (led by Susan Rimmer) and Wealth Management (led by Eric Belanger). Some corporate costs will also be pushed into all four units. Prior periods will be restated, with no effect on consolidated results.
• AI. The bank piloted CAI 2.0, an enterprise-wide agentic-AI workspace, and launched CIBC AdvisorAssist for its advisors.

Outlook (as of August 26, 2026). Management expects the Bank of Canada to hold its policy rate at 2.25% through 2026, with Canadian GDP growth below 1% for the year and better growth in 2027. For the U.S. it expects growth of roughly 2% and unemployment averaging 4.3%, with the Federal Reserve possibly raising rates modestly if the Middle East conflict persists. For the businesses, management expects mortgage growth to continue at the current pace, continued Canadian commercial and corporate loan growth, a strengthening in U.S. commercial lending, and support for wealth and investment banking from equity markets and merger activity. The main downside risks it names are a wider trade conflict, prolonged energy shortages, or a restructuring or termination of the Canada-U.S.-Mexico agreement.

Subsequent events

Sources: Forms 6-K filed after July 31, 2026, accessions 0001279569-26-000814, 0001193125-26-369494 and 0001213900-26-104569, together with the third-quarter Report to Shareholders, accession 0001193125-26-369486. The third-quarter interim financial statements, authorized for issue on August 26, 2026, contain no separate note on events after the reporting period. This section lists events after the quarter's July 31, 2026 close, drawn from the bank's filings since its second-quarter results on May 28, 2026.

• New tariffs (August 22, 2026). The U.S. imposed additional tariffs on Canadian goods. The bank's outlook says the average rate on Canadian exports remains below that faced by other countries, provided threatened higher auto tariffs do not take effect next year.
• Board appointment (announced August 20, 2026). Prasanna Gopalakrishnan joined the Board of Directors effective September 1, 2026. She was formerly Global Chief Product and AI Officer at ADP and earlier Group Chief Technology Officer at Sky and Chief Information Officer of Bank of America's retail bank.
• Dividend declared (August 27, 2026). The Board declared a common dividend of $0.77 per share (C$1.07, unchanged from the prior quarter) for the quarter ending October 31, 2026. It is payable October 28, 2026 to shareholders of record on September 28, 2026.
• Senior notes issue (priced September 23, settled September 29, 2026). CIBC sold $1.3 billion of senior notes in two tranches, both maturing September 27, 2030 and both priced at 100% of principal: $300 million of Floating Rate Senior Notes paying compounded SOFR plus a margin, and $1.0 billion of 5.627% Fixed-to-Floating Rate Senior Notes.
• Pending items carried past the quarter. The CIBC Caribbean sale to Butterfield is still expected to close in the first half of 2027. A proposed $7.13 million (C$10 million) settlement in Campbell v. CIBC had a court approval hearing scheduled for October 2026. Final court approval of the York County settlement, to which CIBC contributes nothing, was scheduled for August 2026. The new segment structure takes effect with the fourth-quarter results, which the bank expects to release on December 3, 2026.

The filings reviewed disclose no acquisition, divestiture or borrowing after July 31, 2026 beyond those listed above.