MoneyHero Ltd reports that TD Securities (USA) LLC and related Toronto-Dominion entities have filed as beneficial owners of Class A ordinary shares. TD Securities (USA) LLC holds 2,263,847 Class A Ordinary Shares on a beneficial basis, all issuable upon exercise of warrants it owns. These warrants are presently exercisable at an exercise price of $11.50 per share.
Based on 31,178,380 Class A Ordinary Shares outstanding as of March 31, 2026, plus the warrant shares, this position represents 6.8% of the class. TD Securities (USA) LLC has sole voting and dispositive power over these shares. The upstream Toronto-Dominion entities are listed as reporting persons but state they have no direct voting or dispositive power and disclaim beneficial ownership except to the extent of any pecuniary interest.
Positive
None.
Negative
None.
Key Figures
Beneficially owned shares:2,263,847 sharesOwnership percentage:6.8%Shares outstanding baseline:31,178,380 shares+3 more
6 metrics
Beneficially owned shares2,263,847 sharesClass A Ordinary Shares issuable upon exercise of warrants held by TD Securities (USA) LLC
Ownership percentage6.8%Percentage of MoneyHero Class A Ordinary Shares beneficially owned including warrant shares
Shares outstanding baseline31,178,380 sharesClass A Ordinary Shares issued and outstanding as of March 31, 2026
Warrant exercise price$11.50 per shareExercise price of warrants for MoneyHero Class A Ordinary Shares held by TD Securities (USA) LLC
Sole voting power2,263,847 sharesShares over which TD Securities (USA) LLC has sole voting power
Sole dispositive power2,263,847 sharesShares over which TD Securities (USA) LLC has sole dispositive power
Key Terms
beneficial ownership, sole voting power, sole dispositive power, warrants, +2 more
6 terms
beneficial ownershipfinancial
"The beneficial ownership of the Reporting Person consists solely of 2,263,847 Class A"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
sole voting powerfinancial
"5 | Sole Voting Power 2,263,847.00 6 | Shared Voting Power 0.00"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.
sole dispositive powerfinancial
"7 | Sole Dispositive Power 2,263,847.00 8 | Shared Dispositive Power 0.00"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
warrantsfinancial
"shares issuable upon the exercise of warrants beneficially owned by the Reporting Person"
Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.
Schedule 13Gregulatory
"This schedule is jointly filed by TDS, TDH, TD GUS and TD Bank."
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
pecuniary interestfinancial
"disclaims ownership of the shares reported herein except to the extent of its pecuniary interest"
FAQ
What percentage of MoneyHero Ltd (MNY) does TD Securities (USA) LLC report owning?
TD Securities (USA) LLC reports beneficial ownership of 6.8% of MoneyHero’s Class A Ordinary Shares. This is based on 31,178,380 shares outstanding as of March 31, 2026 plus the shares underlying its warrants.
How many MoneyHero Ltd (MNY) shares are reported by TD Securities (USA) LLC?
TD Securities (USA) LLC reports beneficial ownership of 2,263,847 Class A Ordinary Shares. All of these shares are issuable upon exercise of warrants held by TD Securities (USA) LLC, rather than currently issued common stock.
At what price can TD Securities (USA) LLC exercise its MoneyHero (MNY) warrants?
The warrants held by TD Securities (USA) LLC are presently exercisable at an exercise price of $11.50 per Class A Ordinary Share. The reported 2,263,847 shares represent the number issuable upon full exercise of these warrants.
Do Toronto-Dominion parent entities directly control MoneyHero (MNY) voting rights?
The filing states the parent entities have 0 shares with sole or shared voting or dispositive power. They may be deemed to have an indirect interest via ownership of TD Securities (USA) LLC but disclaim beneficial ownership except for any pecuniary interest.
What is the share count baseline used in the MoneyHero (MNY) 6.8% ownership calculation?
The 6.8% figure is calculated using 31,178,380 Class A Ordinary Shares outstanding as of March 31, 2026, as disclosed in MoneyHero’s Form 20-F, plus the 2,263,847 warrant shares held by TD Securities (USA) LLC.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
MoneyHero Ltd
(Name of Issuer)
Class A Ordinary Shares, $0.0001 par value per share
(Title of Class of Securities)
G6202B101
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
G6202B101
1
Names of Reporting Persons
TD SECURITIES (USA) LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
2,263,847.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
2,263,847.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,263,847.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
6.8 %
12
Type of Reporting Person (See Instructions)
BD
Comment for Type of Reporting Person: The beneficial ownership of the Reporting Person consists solely of 2,263,847 Class A Ordinary Shares issuable upon the exercise of warrants beneficially owned by the Reporting Person (the "Warrants"). The percentage set forth above is calculated based on (i) 31,178,380 Class A Ordinary Shares issued and outstanding as of March 31, 2026, as disclosed in the Issuer's annual report on Form 20-F for the year ended December 31, 2025, filed with the SEC on April 30, 2026, plus (ii) the Warrants.
SCHEDULE 13G
CUSIP Number(s):
G6202B101
1
Names of Reporting Persons
Toronto Dominion Holdings USA Inc.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
G6202B101
1
Names of Reporting Persons
TD Group US Holdings LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
G6202B101
1
Names of Reporting Persons
The Toronto-Dominion Bank
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CANADA (FEDERAL LEVEL)
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
0.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
TD SECURITIES (USA) LLC
Toronto Dominion Holdings USA Inc.
TD Group US Holdings LLC
The Toronto-Dominion Bank
(b)
Address or principal business office or, if none, residence:
ONE VANDERBILT AVENUE
NEW YORK, New York
10017
The address of TD Securities (USA) LLC's ("TDS") principal office and Toronto Dominion Holdings (USA), Inc.'s ("TDH") principal office is One Vanderbilt Avenue, New York, New York 10017. The address of TD Group US Holdings LLC's ("TD GUS") principal office is 251 Little Falls Drive, Wellington, Delaware 19808. The address of The Toronto-Dominion Bank's ("TD Bank") principal office is Toronto-Dominion Centre, 66 Wellington Street West, 12th Floor, TD Tower, Toronto, Ontario, Canada M5K 1A2.
(c)
Citizenship:
TD SECURITIES (USA) LLC - DELAWARE
Toronto Dominion Holdings USA Inc. - DELAWARE
TD Group US Holdings LLC - DELAWARE
The Toronto-Dominion Bank - CANADA (FEDERAL LEVEL)
(d)
Title of class of securities:
Class A Ordinary Shares, $0.0001 par value per share
(e)
CUSIP Number(s):
G6202B101
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Bank
Item 4.
Ownership
(a)
Amount beneficially owned:
2,263,847
TDS has the sole power to vote or direct the vote and the sole power to dispose or direct the disposition of such shares.
The beneficial ownership of the Reporting Person consists solely of 2,263,847 shares of Class A Ordinary Shares issuable upon the exercise of warrants beneficially owned by the Reporting Person (the "Warrants"). The Warrants held by the Reporting Person have an exercise price of $11.50 per Class A Ordinary Share and are presently exercisable. The percentage set forth above is calculated based on (i) 31,178,380 Class A Ordinary Shares issued and outstanding as of March 31, 2026, as disclosed in the Issuer's annual report on Form 20-F for the year ended December 31, 2025, filed with the SEC on April 30, 2026, plus (ii) the Warrants.
This schedule is jointly filed by TDS, TDH, TD GUS and TD Bank. TDH is the sole owner of TDS. TD GUS is the sole owner of TDH. TD Bank is the sole owner of TD GUS. TDH, TD GUS and TD Bank may be deemed to hold an indirect interest in the shares reported herein by virtue of their ownership of TDS.
Each of TDH, TD GUS and TD Bank disclaims ownership of the shares reported herein except to the extent of its pecuniary interest therein. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934 or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.
(b)
Percent of class:
6.8 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
TD SECURITIES (USA) LLC - 2,263,847
Toronto Dominion Holdings USA Inc. - 0
TD Group US Holdings LLC - 0
The Toronto-Dominion Bank - 0
(ii) Shared power to vote or to direct the vote:
TD SECURITIES (USA) LLC - 0
Toronto Dominion Holdings USA Inc. - 0
TD Group US Holdings LLC - 0
The Toronto-Dominion Bank - 0
(iii) Sole power to dispose or to direct the disposition of:
TD SECURITIES (USA) LLC - 2,263,847
Toronto Dominion Holdings USA Inc. - 0
TD Group US Holdings LLC - 0
The Toronto-Dominion Bank - 0
(iv) Shared power to dispose or to direct the disposition of:
TD SECURITIES (USA) LLC - 0
Toronto Dominion Holdings USA Inc. - 0
TD Group US Holdings LLC - 0
The Toronto-Dominion Bank - 0
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
TD Securities (USA) LLC
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
TD SECURITIES (USA) LLC
Signature:
/s/ Christina Petrou
Name/Title:
Christina Petrou / Executive Vice President & Chief Operating Officer
Date:
08/12/2026
Toronto Dominion Holdings USA Inc.
Signature:
/s/ Christina Petrou
Name/Title:
Christina Petrou / Executive Vice President & Chief Operating Officer
Date:
08/12/2026
TD Group US Holdings LLC
Signature:
/s/ Andre Ramos
Name/Title:
Andre Ramos / US Chief Financial Officer
Date:
08/12/2026
The Toronto-Dominion Bank
Signature:
/s/ Christina Petrou
Name/Title:
Christina Petrou / Executive Vice President & Chief Operating Officer
Date:
08/12/2026
Exhibit Information
Exhibit I
JOINT FILING AGREEMENT
This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the ordinary shares of MoneyHero Ltd will be filed on behalf of each of the persons and entities named below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Dated: August 12, 2026
TD SECURITIES (USA) LLC
By: /s/ Christina Petrou
Title: Executive Vice President & Chief Operating Officer
TORONTO DOMINION HOLDINGS USA, INC.
By: /s/ Christina Petrou
Title: Executive Vice President & Chief Operating Officer
TD GROUP US HOLDINGS LLC
By: /s/ Andre Ramos
Title: US Chief Financial Officer
THE TORONTO-DOMINION BANK
By: /s/ Christina Petrou
Title: Executive Vice President & Chief Operating Officer