Toronto-Dominion Bank (NYSE: TD) plans to repurchase up to 61M shares

Rhea-AI Filing Summary

The Toronto-Dominion Bank has reported that TD Bank Group intends to purchase for cancellation up to 61 million of its common shares, as disclosed in a January 7, 2025 press release attached to this report. This action would reduce the number of shares outstanding if completed, which can affect existing shareholders’ ownership percentages. The report is furnished on a Form 6-K and is incorporated by reference into all of the bank’s outstanding U.S. registration statements.

Insights

Banking equity & capital structure analyst

TD signals a potential share buyback of up to 61 million shares.

The Toronto-Dominion Bank reports that TD Bank Group intends to purchase for cancellation up to 61 million common shares, as stated in the attached January 7, 2025 press release. A purchase for cancellation means those shares would be removed from circulation rather than held for later resale.

This type of action typically adjusts the bank’s equity structure by lowering the share count, which can change ownership percentages and per-share metrics, depending on how much of the authorization is used. The filing also notes that this information is incorporated by reference into all of the bank’s outstanding U.S. registration statements, aligning its offering documents with the potential capital action.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 January, 2026 Commission File Number:  001-14446

The Toronto-Dominion Bank

(Translation of registrant's name into English)

c/o General Counsel’s Office

P.O. Box 1, Toronto Dominion Centre,

Toronto, Ontario, M5K 1A2

(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 Form 6-K is incorporated by reference into all outstanding Registration Statements of The Toronto-Dominion Bank filed with the U.S. Securities and Exchange Commission.

EXHIBIT INDEX

Exhibit		Description
99.1		Press Release dated January 7, 2025 - TD Bank Group Announces Intention to Purchase for Cancellation up to 61 Million of its Common Shares

FORM 6-K

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 TORONTO-DOMINION BANK
DATE:  January 7, 2025	By:	/s/ Sue-Anne Fox
		Name:	Sue-Anne Fox
		Title:	Associate Vice President, Legal, Treasury and Corporate Securities

FAQ

What did The Toronto-Dominion Bank (TD) disclose in this Form 6-K?

The filing reports that TD Bank Group has issued a press release dated January 7, 2025 announcing its intention to purchase for cancellation up to 61 million common shares, and it incorporates this information into all of the bank’s outstanding U.S. registration statements.

How many common shares does TD Bank Group intend to purchase for cancellation?

TD Bank Group announced an intention to purchase for cancellation up to 61 million of its common shares, according to the press release identified as Exhibit 99.1.

What does “purchase for cancellation” mean for TD (Toronto-Dominion Bank) shares?

“Purchase for cancellation” means the bank intends to buy back its own common shares and cancel them, which would reduce the number of shares outstanding if the purchases occur as described in the press release.

How is this TD Bank Group share purchase plan related to U.S. registration statements?

The Form 6-K states that it is incorporated by reference into all outstanding Registration Statements of The Toronto-Dominion Bank filed with the U.S. Securities and Exchange Commission, so those registration documents are updated to reflect this information.

Who signed the TD Form 6-K reporting the intention to repurchase shares?

The report was signed on behalf of The Toronto-Dominion Bank by Sue-Anne Fox, Associate Vice President, Legal, Treasury and Corporate Securities, dated January 7, 2025.

What document contains more details on TD Bank Group’s planned share repurchase?

Further details are contained in the Press Release dated January 7, 2025, filed as Exhibit 99.1 and titled “TD Bank Group Announces Intention to Purchase for Cancellation up to 61 Million of its Common Shares.”