TORONTO DOMINION BANK SEC Filings

The Toronto-Dominion Bank is offering Trigger Callable Contingent Yield Notes due January 17, 2030, linked to the least performing of the Nasdaq-100, Russell 2000 and S&P 500 indexes. Each Note has a $10 principal amount and pays a 13.00% per annum contingent coupon (about $0.325 quarterly) only if on every trading day in the observation period all three indexes close at or above 70% of their initial levels.

TD may call the Notes quarterly at par plus any due coupon, ending further payments. If not called, and each final index level is at or above 60% of its initial level, you receive $10 at maturity. If any index finishes below its downside threshold, repayment is $10×(1 + return of the worst index), exposing you to full downside below that level and potential total loss of principal. The Notes are senior unsecured obligations of TD, are not insured or listed, and have an estimated initial value of $9.50–$9.85 per Note versus the $10 issue price.

The Toronto-Dominion Bank is issuing senior unsecured Autocallable Barrier Notes linked to the Russell 2000 Index, in $1,000 denominations, with initial issuance of $1,192,000 and a scheduled maturity on July 11, 2031. The notes pay no interest and will not be listed.

The notes are automatically called on specified observation dates if the index closing level is at least the Call Threshold Value of 2,956.389 (100% of the Initial Value). If called, investors receive $1,000 plus a fixed Call Premium based on a 10.90% per annum call rate, with call prices ranging from $1,109 in July 2027 up to $1,545 on the final valuation date.

If never called and the final index level is at or above the Barrier Value of 2,069.4723 (70% of Initial Value), investors receive only the $1,000 principal. If it is below the barrier, repayment is $1,000 plus $1,000 times the percentage change in the index, producing 1% loss of principal for each 1% index decline and potentially a total loss. Payments depend on TD’s credit; the internal estimated value is $981.10 per $1,000 note, below the issue price, and secondary market liquidity may be limited.

The Toronto-Dominion Bank is offering $655,000 of Callable Contingent Interest Barrier Notes linked to the Nasdaq-100, Russell 2000 and S&P 500 indices. Each $1,000 note can pay monthly contingent interest at 11.70% per annum if on the observation date all three indices are at or above 70% of their initial levels.

TD may redeem the notes monthly from the sixth interest date, paying principal plus any due contingent interest, after which no further amounts are payable. At the July 13, 2028 maturity, if not called and any index finishes below its 70% barrier, repayment is reduced one-for-one with the worst index’s decline, potentially to zero; if all remain at or above the barrier, principal is repaid.

The notes are unsecured senior debt, not insured by Canadian or U.S. deposit insurers and not listed on an exchange. The initial estimated value is $983.70 per note, below the $1,000 public offering price, and secondary market liquidity may be limited. U.S. and Canadian tax treatment is complex and may differ from the issuer’s expected treatment.

The Toronto-Dominion Bank is offering $9,809,000 of Trigger Autocallable Contingent Yield Notes with Memory Interest linked to Dollar General common stock, maturing on July 13, 2029. The Notes pay a contingent coupon at 9.90% per annum on quarterly observation dates when the share price is at or above a preset barrier.

The Notes may be automatically called if Dollar General’s stock closes at or above 100.00% of the initial level ($118.92) on any observation date before the final valuation date, returning principal plus the current and any previously unpaid coupons. If not called, principal is fully repaid at maturity only when the final share price is at or above the downside threshold of 50.00% of the initial level ($59.46).

If the final share price is below this downside threshold and the Notes have not been called, repayment is reduced one-for-one with the stock’s percentage decline, and the entire investment can be lost. The Notes are senior unsecured obligations of TD, not insured, not exchange-listed, sold at $10 per Note with an estimated value of $9.654.

The Toronto-Dominion Bank is offering senior unsecured S&P 500® Index-linked notes with a $1,000 principal amount per note that do not pay interest. The notes have an expected term of 13–15 months and are not listed on any exchange.

At maturity, holders receive a fixed Threshold Settlement Amount of between $1,082.60 and $1,096.90 per $1,000 if the S&P 500® final level is at least 90.00% of its initial level. If the index closes below this 90.00% threshold, repayment of principal is reduced using a downside multiplier of approximately 1.1111, so losses exceed the index decline beyond the 10.00% buffer and can reach 100% of principal.

The notes are unsecured obligations of TD, not insured by any government agency, and all payments depend on TD’s credit. The initial estimated value is expected to be $956.90–$986.90 per $1,000, below the public offering price, reflecting selling costs, hedging and TD’s internal funding rate. Secondary market liquidity may be limited, and U.S. tax treatment is uncertain, with TD intending to treat the notes as prepaid derivative contracts.

The Toronto-Dominion Bank is offering senior Callable Fixed Rate Notes due July 31, 2028, issued as Series G senior debt. Each Note has a principal amount of $1,000 and an issue price of 100%, paying a fixed interest rate of 4.50% per annum.

Interest is paid semiannually in arrears on the last calendar day of January and July, starting January 31, 2027, using a 30/360 day-count so each period is treated as 180 days. TD may, at its option, redeem the Notes in whole at 100% of principal plus accrued interest on any Optional Call Date, which falls on the last calendar day of January and July from July 31, 2027 up to the interest payment date before maturity.

The Notes are unsecured, subject to the credit risk of TD, and are designated bail-inable debt securities, meaning they may be converted into common shares or written down under Canadian bank resolution powers, potentially resulting in loss of principal and interest. They will not be listed on any securities exchange, and secondary market liquidity may be limited, with prices affected by underwriting discounts of up to $17 per $1,000 Note, offering expenses and hedging costs. U.S. tax counsel expects the Notes to be treated as fixed-rate indebtedness without original issue discount for U.S. federal income tax purposes, but the tax treatment of bail-inable instruments remains uncertain.

The Toronto-Dominion Bank is offering senior unsecured Series G Callable Fixed Rate Notes due July 31, 2031 in $1,000 denominations. The Notes pay a fixed interest rate of 5.10% per annum, with interest payable in arrears on the last calendar day of each July from July 31, 2027 to maturity, using a 30/360 day-count convention.

TD may, at its option, redeem the Notes in whole (but not in part) at 100% of principal plus accrued interest on the last calendar day of each July from July 31, 2027 up to the Interest Payment Date immediately before maturity, subject in some cases to regulatory approval. The Notes are bail-inable debt securities under the Canada Deposit Insurance Corporation Act and may be converted, in whole or in part, into common shares of TD or its affiliates or varied or extinguished if Canadian bank resolution powers are exercised, so holders could lose some or all of principal and interest. They are unsecured, not insured by CDIC or U.S. agencies, and will not be listed, so secondary market liquidity may be limited and resale prices may be below the issue price.

The issue price is 100% of principal, with an underwriting discount of up to $33.50 (3.35%) per $1,000 Note, resulting in proceeds to TD of at least $966.50 per Note. For U.S. federal income tax purposes, the Notes are intended to be treated as fixed rate debt issued without original issue discount, and detailed U.S. and Canadian tax consequences are provided for U.S. and Non-resident Holders.

The Toronto-Dominion Bank is offering senior unsecured Series G Callable Fixed Rate Notes due July 31, 2030. Each Note has a $1,000 principal amount, issued at 100% of par, and pays fixed interest of 5.00% per annum with annual payments each July 31, beginning in 2027. TD may redeem the Notes in whole at 100% of principal plus accrued interest on any July 31 from 2027 up to the interest payment immediately before maturity, creating early redemption and reinvestment risk.

The Notes are bail-inable debt securities under Canadian bank resolution powers. If TD ceases, or is about to cease, to be viable, the Canada Deposit Insurance Corporation may convert the Notes, in whole or in part, into TD or affiliate common shares and vary or extinguish remaining claims, so investors may lose some or all of principal and accrued interest. The Notes are unsecured, are not deposit liabilities, and are not insured by CDIC, the FDIC or any other governmental agency.

The public offering price is $1,000 per Note, with an underwriting discount of up to $23.50 and proceeds to TD of at least $976.50 per Note. The Notes will not be listed on any exchange, and any secondary trading will rely on dealer market-making, which may be limited and at prices below the initial offering. The disclosure also emphasizes complex U.S. and Canadian tax treatment, including potential reporting and withholding considerations for U.S. and non-resident investors.

The Toronto-Dominion Bank is issuing senior unsecured Callable Fixed Rate Notes due January 15, 2028, part of its Senior Debt Securities, Series G. The Notes have a principal amount of $1,000 per Note, an aggregate principal of $1,000,000.00, and are offered at 100% of principal. They pay a fixed interest rate of 4.25% per annum, calculated on a 30/360 basis, with interest paid in arrears on the 15th of each January and July, starting January 15, 2027, until maturity or earlier redemption.

TD may, at its option, redeem the Notes in whole (but not in part) at 100% of principal plus accrued interest on any January 15 or July 15 from January 15, 2027, subject to prior regulatory approval where required. The Notes are bail-inable debt securities under Canadian bank resolution powers and may be converted, in whole or in part, into common shares of TD or its affiliates if TD becomes non-viable, exposing holders to potential loss of principal and interest. The Notes are unsecured, subject to TD’s credit risk, will not be listed on any exchange, and may have limited secondary market liquidity. U.S. holders are generally expected to treat them as fixed-rate debt instruments for tax purposes.