Toronto Domin SEC Filings

The Toronto-Dominion Bank (TD) is offering senior unsecured Callable Fixed-Rate Notes due July 18, 2029 under its Series G programme. The notes:

• Carry a fixed coupon of 4.65 % per annum, paid semi-annually on 18 January and 18 July, starting 18 January 2026, calculated on a 30/360 basis.
• Are issued at 100 % of principal in minimum denominations of US$1,000.
• May be redeemed at TD’s option in whole (not in part) at par on any interest date from 18 January 2026 through the interest date immediately preceding maturity. Five business-day notice is required.
• Expose investors to TD credit risk; the securities rank as senior bail-inable debt subject to conversion into TD common shares or extinguishment under Canada’s CDIC resolution regime.
• Are not FDIC-, CDIC-insured, or exchange-listed; secondary market liquidity is expected to be limited and pricing may reflect underwriting discounts (up to 2.35 % or US$23.50 per note) and hedging costs.
• Receive proceeds of at least 97.65 % of face to TD after underwriting.
• Offer standard U.S. and Canadian tax disclosures: treated as fixed-rate debt for U.S. federal tax purposes; withholding and FATCA rules apply.

Key risks highlighted include potential bail-in conversion, early call reinvestment risk, longer duration exposure to rising rates, limited liquidity, and uncertain tax treatment. No financial performance metrics or earnings data are provided; the document solely details terms of this debt issuance.

The Toronto-Dominion Bank (TD) has filed a 424(b)(2) pricing supplement for Callable Contingent Interest Barrier Notes linked to the least-performing of the Nasdaq-100 (NDX), Russell 2000 (RTY) and S&P 500 (SPX). The notes are senior unsecured obligations of TD, denominated in USD, with a 5-year scheduled term maturing on or about 11 July 2030, unless TD exercises its monthly call option from the third interest period onward. Investors will receive a contingent coupon of ~9.35% p.a. (paid monthly) only if, on each observation date, all three indices close at or above 70 % of their initial levels (the Contingent Interest Barrier). If any index closes below its barrier on an observation date, no coupon is paid for that period.

If TD calls the notes, holders receive par plus the accrued coupon; otherwise, final repayment depends on index performance at maturity. Principal is protected only when every index remains ≥70 % of its initial level on the final valuation date. Should any index finish below its barrier, investors incur a loss matching the worst-performing index’s percentage decline, up to a 100 % loss of principal.

The public offering price is $1,000 per note; estimated value is $940–$975, reflecting a 0.75 % underwriting discount and embedded hedging costs. The notes are unlisted, lack secondary-market liquidity, expose holders to TD credit risk and feature complex tax treatment. Detailed risk factors highlight reinvestment risk due to the issuer call, market volatility of multiple indices, and the possibility of zero income and significant capital loss.