Toronto Domin SEC Filings

Toronto-Dominion Bank (TD) is marketing two-year, $10 par value Capped Notes with an Absolute Return Buffer linked to the MSCI® Emerging Markets Index (MXEF). At maturity, investors receive:

• Upside participation: 1-to-1 exposure to index appreciation, capped at a redemption value between $11.80 and $12.20 (18%-22% maximum gain).
• Buffer on moderate declines: If the index ends between 90% and 100% of its starting level, the notes pay the absolute value of the decline (e.g., -5% index = +5% note return).
• Downside risk: For index drops beyond 10%, the notes lose value point-for-point, exposing up to 90% of principal.

The notes pay no coupons, are not listed on any exchange, and their value depends on TD’s creditworthiness. The initial estimated value set on pricing will be below the public offering price, implying immediate negative yield if sold prior to maturity. Investors also face emerging-market equity, currency, and liquidity risks. Full terms, tax considerations, and risk factors are contained in the linked preliminary prospectus and product supplement.

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.