Toronto Domin SEC Filings

Toronto Dominion Bank has filed a prospectus supplement for Market Linked Securities auto-callable with fixed percentage buffered downside principal at risk securities linked to the Russell 2000® Index, due June 22, 2029. The offering price is $1,000 per security with total proceeds of $1,429,000.

Key features include:

• Securities are subject to automatic call if the Russell 2000 Index closes at or above starting level (2,112.964)
• Call premiums increase from 9% to 36% over four annual call dates (2026-2029)
• 10% downside buffer protection at maturity
• Investors face 1-to-1 losses beyond buffer, risking up to 90% of principal
• No periodic interest payments or dividends

The estimated value is $962.90 per security, below the offering price. TD Securities and Wells Fargo Securities are acting as agents, with a commission of $25.75 (2.575%) per security. The securities are subject to Toronto Dominion Bank's credit risk and are not FDIC or CDIC insured.

Toronto-Dominion Bank (TD) is issuing senior unsecured Callable Contingent Interest Barrier Notes (Series H) that track the least-performing of three U.S. equity indices: the Dow Jones Industrial Average (INDU), Russell 2000 (RTY) and S&P 500 (SPX).

Main terms:

• Issue price: $1,000 per note; minimum investment $1,000.
• Term: Approximately two years, maturing 24 Jun 2027, unless called earlier.
• Contingent coupon: 8.55% p.a., paid quarterly only if on the relevant observation date each index is ≥ 60% of its initial level (the “Contingent Interest Barrier”). If any index is below that threshold, no coupon accrues for that quarter.
• Barrier & principal risk: At maturity, if any index closes < 60% of its initial level, investors face a 1-for-1 downside exposure to the worst-performing index, up to total loss of principal.
• Issuer call: Beginning with the second coupon date, TD may redeem the notes quarterly at par plus the due coupon, regardless of index performance.
• Estimated value: $957.50 – $987.50 (below the public offer), reflecting dealer compensation and hedging costs.
• Fees: Underwriting discount of 0.35% ($3.50) per note; proceeds to TD $996.50.
• Credit risk: Payments depend on TD’s ability to pay; notes are not FDIC/CDIC insured and will not be exchange-listed.

Key investor considerations: the structure offers above-market income potential but couples it with index-linked downside and early-call reinvestment risk. A single index breach of the 60% barrier eliminates coupons for that quarter and can trigger principal losses at maturity. The low underwriting spread (<0.35%) is offset by an estimated value materially below par, indicating a 1.25–4.25% issue premium.

The Toronto-Dominion Bank (TD) is offering $500,000 aggregate principal of Digital S&P 500 Index-Linked Notes, Series H, due 30 July 2029 (approximately 49 months).

The structured notes pay no periodic interest. At maturity investors receive one of two outcomes per $1,000 face value:

• Threshold Settlement Amount $1,326.40 (a fixed 32.64% return) if the S&P 500 Final Level is at least 80 % of the Initial Level (5,982.72).
• If the index has fallen by more than 20 %, repayment = $1,000 + ($1,000 × Percentage Change). Downside is 1:1 below the 80 % threshold; total loss of principal is possible.

Key terms

• Initial Level: 5,982.72 (17 Jun 2025 pricing date)
• Threshold Level: 4,786.176
• Issue price: $1,000; initial estimated value: $959.30 (reflects TD’s internal funding rate)
• Underwriting discount: $32.90; net proceeds to TD: $967.10
• Minimum investment: $1,000; CUSIP 89115HFF9
• Unsecured senior debt; subject to TD credit risk
• Not listed on any exchange; secondary liquidity solely through TD affiliates on a best-efforts basis

Investors benefit from a 20 % downside buffer and a defined upside of 32.64%, but face no coupon, market risk, liquidity risk, and potential full principal loss. The product’s estimated value is 4.07 % below the offer price, and TD may temporarily support secondary pricing for ~3 months after issuance. The U.S. federal tax treatment is expected to follow prepaid derivative contract rules, though the IRS has not ruled definitively.

This filing is an offering document and does not materially impact TD’s operating results; it primarily outlines product mechanics and risk factors for prospective investors.

Offering overview: The Toronto-Dominion Bank (TD) is issuing $3.95 million aggregate principal amount of senior unsecured Leveraged Capped Buffered Basket-Linked Notes, Series H, due August 20 2027. The minimum investment is $1,000 and the notes will be sold in U.S. dollars without an underwriting discount.

Underlying basket: Performance is tied to an unequally-weighted basket of five equity indices: EURO STOXX 50 (38%), TOPIX (26%), FTSE 100 (17%), Swiss Market Index (11%) and S&P/ASX 200 (8%). The initial basket level was set to 100 on the June 17 2025 pricing date, with initial index levels of 5,288.68, 2,786.95, 8,834.03, 12,007.06 and 8,541.266, respectively.

Payout mechanics:

• Leverage: 250% upside participation, capped at a maximum payment of $1,361.50 per $1,000 note (equivalent to a 36.15% absolute cap).
• Buffer: First 15% decline is protected; below the 85% buffer level, losses accelerate at a downside multiplier of ~117.65%, exposing investors to full principal loss.
• Interest: The notes are non-interest-bearing and will not be listed on any exchange.

Valuation & liquidity: The initial estimated value is $992.40 per $1,000, below the public offering price, reflecting TD’s internal funding rate, hedging costs and structuring fees. TD or its affiliates may make markets in the notes but are not obligated to do so.

Key risks: (i) unsecured TD credit risk, (ii) capped upside, (iii) enhanced downside below the 15% buffer, (iv) limited or no secondary market, and (v) valuation influenced by TD’s internal funding rate rather than secondary-market credit spreads.

Toronto-Dominion Bank (TD) is offering $1.26 million of senior unsecured Digital S&P 500 Index-Linked Notes (Series H) due 22 June 2027. The notes are issued in $1,000 denominations, priced at par, and pay no periodic interest. Performance is tied to the S&P 500 Index (initial level = 5,982.72). Investors receive a fixed Threshold Settlement Amount of $1,132.50 (a 13.25% gross return) if, on the 17 June 2027 valuation date, the index is at least 80% of its initial level.

If the index closes below the 80% threshold, repayment equals $1,000 minus 1.25× the percentage decline beyond that 20% buffer, exposing investors to accelerated downside and potential total loss of principal. The structure therefore provides limited upside and leveraged downside.

The initial estimated value is $978.30 per $1,000, lower than the public offering price, reflecting TD’s internal funding rate, hedging costs and distributor fees. Notes will not be listed on any exchange, and secondary market liquidity is not guaranteed. Payments are subject to TD’s credit risk; the notes are not insured by CDIC or FDIC.

Key terms: pricing date 17 June 2025, issue date 25 June 2025, minimum investment $1,000, CUSIP 89115HG84. Underwriting discount is $17.30 per note, leaving net proceeds of $982.70 to TD. Investors should review the extensive risk factors cited on page P-6 of the pricing supplement.

Deal overview: The Toronto-Dominion Bank (TD) is issuing senior unsecured Autocallable Contingent Interest Barrier Notes linked to the least-performing share among Amazon (AMZN), NVIDIA (NVDA) and Tesla (TSLA). Each $1,000 Note matures on or about 30-Dec-2027 (≈2.5 years) but can be automatically called monthly, starting 27-Sep-2025, if all three shares are at or above 100 % of their initial level.

Income potential: Monthly contingent coupon of 24.15 % p.a. is paid only when, on the relevant observation date, the closing price of each reference asset is ≥50 % of its initial value. Miss any month and the coupon for that month is forfeited, not deferred.

Downside risk: Principal protection is contingent. If the Notes are not called and any reference asset finishes below 50 % of its initial level on the final valuation date, repayment equals $1,000 plus the performance of the worst-performing share, exposing investors to up to a 100 % loss of principal.

Pricing & fees: Public offering price $1,000; underwriting discount $7 (0.70 %); estimated initial value $920 – $955, meaning investors pay a 4.5 – 8.0 % premium above TD’s internal valuation. Certain fee-based accounts may pay as low as $993 (99.30 %).

Key terms:

• Principal Amount: $1,000 per Note; minimum purchase $1,000
• Barrier & Contingent Interest threshold: 50 % of initial value
• CUSIP / ISIN: 89115HGY7 / US89115HGY71
• Issue Date: 02-Jul-2025 (T+3); Currency: USD
• Not FDIC or CDIC insured; unsecured, subject to TD credit risk; not listed on any exchange

Investors should review detailed risk factors in the pricing supplement, product supplement MLN-ES-ETF-1 and base prospectus before investing.

The Toronto‐Dominion Bank (TD) is issuing $2.747 million of Callable Fixed-Rate Notes due June 23, 2032 under its Rule 424(b)(2) shelf. The notes carry a 5.00% fixed coupon payable quarterly on the 23rd of March, June, September and December, beginning September 23, 2025, using a 30/360 day-count convention. Principal is repaid at par on the June 23, 2032 maturity date unless TD exercises its redemption option.

Optional redemption: TD may redeem the notes in whole (not in part) on any quarterly Interest Payment Date from September 23, 2026 through the payment date immediately before maturity. Five business-day prior notice to DTC is required and the decision is subject to Office of the Superintendent of Financial Institutions approval if Total Loss Absorbing Capacity requirements could be breached.

Offering terms: The public offering price is 100% of principal ($1,000 per note). TD Securities (USA) LLC is sole underwriter, earning up to 2.05% ($20.50) per note, with total underwriting discount of $53,923.06. Net proceeds to TD equal $2,693,076.94. Certain fee-based advisory accounts could have paid as little as 98.40% of par.

Risk profile: The notes are senior, unsecured, bail-inable debt under Canadian law and are subject to statutory conversion or extinguishment under CDIC Act §39.2(2.3). They are neither CDIC nor FDIC insured and will not be listed on any exchange. Investors face TD credit risk and potential bail-in conversion risk. For U.S. federal tax purposes, the notes are expected to be treated as fixed-rate debt issued without original-issue discount.

Settlement & trading: Issued in DTC global form on June 23, 2025 (T+2). Because normal secondary trades settle T+1, early secondary transactions will require alternative settlement arrangements.

Use of proceeds: Not specifically disclosed; proceeds will enter TD’s general funds. Given the limited size relative to TD’s balance sheet, the offering is financially immaterial but adds modest tenor-matched funding flexibility.

Toronto-Dominion Bank (TD) has filed a Rule 424(b)(2) pricing supplement for a $1 million issuance of Senior Debt Securities, Series H, structured as Autocallable Equity-Linked Notes tied to the performance of two U.S. equities: Constellation Energy Corporation (CEG) and Meta Platforms, Inc. Class A (META). The notes are dollar-denominated, offered in minimum denominations of $1,000, and were priced on 17 Jun 2025 with settlement on 25 Jun 2025.

Key economic terms

• Term: roughly 12 months, maturing 22 Jun 2026 unless called early.
• Autocall feature: If, on the Call Valuation Date (17 Dec 2025), the closing price of each Reference Asset is ≥ its Initial/Call Threshold Price (CEG $305.70; META $697.23), TD will redeem the notes for $1,266 per $1,000 principal (26.60% premium); no further payments thereafter.
• Payoff at maturity (if not called):
• If every Reference Asset ends > initial price: principal plus 200% leveraged participation in the least-performing percentage gain.
• If any Reference Asset ≤ initial but all ≥ 60% of initial: return of principal only.
• If any Reference Asset < 60% of initial (“barrier breach”): linear downside exposure to the least-performing asset; investors can lose the entire principal.
• Interest: none.
• Initial estimated value: $951.30 per $1,000, below the public offering price, reflecting TD’s internal funding rate and associated hedging/structuring costs.
• Distribution economics: Public offering price $1,000; underwriting discount $10; net proceeds to TD $990 per note.
• Credit & liquidity: Unsecured, unsubordinated TD obligations; not insured by FDIC or CDIC; no exchange listing anticipated.

Principal risks highlighted include issuer credit risk, full downside exposure below a 40% buffer, valuation uncertainty, and limited or no secondary-market liquidity. The filing emphasises that the initial estimated value is not a predictive secondary-market price and may temporarily differ from quotes provided by TD Securities (USA) LLC.

Toronto-Dominion Bank (TD) is offering US$2.314 million of “Leveraged Capped Buffered S&P 500 Index-Linked Notes” (Series H senior debt) that mature on 18 February 2027. The notes are unsecured, bear no periodic interest and are exposed to both TD’s credit risk and market performance of the S&P 500 Index (initial level 6,033.11).

Key economic terms:

• Leverage Factor: 150 % of any positive index performance.
• Cap Level: 112.08 % of the initial level, producing a maximum payment of US$1,181.20 per US$1,000 note (18.12 % absolute cap).
• Buffer: First 10 % of index decline is protected; below the buffer, losses accelerate at a Downside Multiplier of ~111.11 % (1.111 % loss per 1 % additional decline).
• Principal is not guaranteed; investors may lose the entire investment.
• Pricing Date: 16 Jun 2025; Issue Date: 24 Jun 2025; Valuation Date: 16 Feb 2027; Maturity Date: 18 Feb 2027.
• Public offering price: US$1,000; Underwriting discount: US$12.50; Net proceeds to TD: US$987.50.
• Initial estimated value: US$978.50 per US$1,000, reflecting TD’s internal funding rate and structuring costs.

Structural considerations: Upside is leveraged but capped, while downside beyond −10 % is amplified. The notes are not listed on any exchange, lack FDIC/CDIC insurance, and secondary market making is discretionary. Valuation and liquidity are expected to be adversely affected by TD’s internal funding rate and dealer mark-ups, particularly before 16 Sep 2025 when an additional built-in premium amortises to zero.

Investor takeaway: The product may appeal to investors seeking enhanced, capped exposure to the S&P 500 over roughly 20 months, willing to accept TD credit risk, limited upside (18.12 %) and the possibility of significant principal loss if the index falls more than 10 %.