Toronto-Dominion Bank SEC Filings

The Toronto-Dominion Bank is offering senior debt securities due April 29, 2030 linked to the lowest performing of the Nasdaq-100, Russell 2000 and S&P 500 indices. The securities pay a contingent quarterly coupon (coupon rate to be set on the pricing date, at least 10.90% per annum) only if the lowest performing index closes at or above 70% of its starting level on every eligible trading day during an observation period. The Bank may redeem the securities quarterly at its option; if not redeemed, principal at maturity depends on the lowest performing index relative to a 60% downside threshold and could result in losses exceeding 40% or total loss. All payments are subject to the Bank’s credit risk; securities are not listed and estimated value at pricing is stated between $935.00 and $970.00 per security versus an offering price of $1,000.

The Toronto-Dominion Bank is offering Callable Contingent Interest Barrier Notes linked to the least performing of the Nasdaq-100 Index, the Russell 2000 Index and shares of the State Street Utilities Select Sector SPDR ETF. The Notes have a Principal Amount of $1,000 per Note and a Contingent Interest Rate of approximately 10.40% per annum, payable monthly only if each Reference Asset’s Closing Value on a monthly Contingent Interest Observation Date is at least 75.00% of its Initial Value. TD may call the Notes monthly beginning on the twelfth Contingent Interest Payment Date; if not called, payment at maturity on April 29, 2031 depends on whether each Reference Asset’s Final Value is at or above a Barrier Value equal to 65.00% of its Initial Value. Estimated value at pricing is between $930.00 and $965.00 per Note; public offering price is $1,000.00 per Note.

The Toronto-Dominion Bank reported results from its 170th annual meeting of common shareholders and updated its 2000 Stock Incentive Plan. All director nominees listed in the Management Proxy Circular were elected, each receiving between roughly 98.6% and 99.8% of votes cast in favour.

The auditor was appointed with 871,530,544 votes for, representing 96.5% support. Several shareholder proposals were voted on, with support levels ranging from 0.7% to 21.3% of votes cast, and were not approved by the required majority.

The amended 2000 Stock Incentive Plan provides for a total of 83,093,052 common shares available for awards. It caps shares reserved for issuance to any one participant at 5% of issued and outstanding shares, and to insiders in aggregate at 10%, with the same 5% and 10% annual issuance limits.

The Toronto-Dominion Bank priced a preliminary supplement for a U.S. dollar Senior Medium-Term Notes series (Series F) due in 20__. The Notes are unsecured, bail-inable under subsection 39.2(2.3) of the CDIC Act and may be converted into common shares; they are redeemable at TD's option and will be issued in minimum denominations of US$2,000.

The supplement references proposed Canadian tax changes released January 29, 2026, permits settlement via DTC (including Euroclear and Clearstream), and notes conflicts of interest because TD Securities (USA) LLC is an affiliate. Pricing, yield, aggregate issue size and settlement date are not shown in the provided excerpt.

The Toronto-Dominion Bank priced a preliminary offering of US$ Floating Rate Senior Medium-Term Notes, Series F, with interest tied to Compounded SOFR plus a margin. The notes are denominated in U.S. dollars, issued in minimum denominations of US$2,000, and are bail-inable under subsection 39.2(2.3) of the CDIC Act.

The notes are unsecured, not listed, payable quarterly with the first interest payment in 2026, and not redeemable prior to maturity except as described under "Redemption for Tax Reasons." The pricing supplement incorporates the prospectus supplement dated February 26, 2025 and references draft dates including April 16, 2026.

The Toronto‑Dominion Bank is offering $11,015,000 of callable Contingent Income Securities due March 31, 2031. The notes (Senior Debt Securities, Series H) pay a contingent quarterly coupon of $24.45 per security (9.78% per annum) only if each underlying index is at or above 70% of its initial level on a determination date and are callable at TD’s discretion prior to the final determination date. If at maturity the worst performing index is below 65% of its initial value, investors will suffer a 1‑to‑1 loss tied to that index and may lose a significant portion or all of principal. Pricing date was March 26, 2026; original issue date March 31, 2026. The estimated value on the pricing date was $940.00 per security versus the $1,000.00 issue price.

The Toronto-Dominion Bank files a Form 6-K to furnish an updated Code of Conduct and Ethics for employees and directors. The Code sets ethical standards for dealings with clients, regulators, colleagues, and third parties, emphasizing integrity, legal compliance, and TD’s values and culture across all regions and businesses.

Every employee and director must complete annual training, attest to compliance, and promptly report suspected violations. The Code addresses topics such as gifts and entertainment, insider trading, conflicts of interest, confidentiality, proper use of TD assets and systems, AI and cybersecurity standards, workplace conduct, health and safety, and non-retaliation protections for good-faith reporting.

The Toronto-Dominion Bank has filed materials for its 170th Annual Meeting of Common Shareholders on April 16, 2026, providing the full management proxy circular and related documents. Holders of 1,668,829,679 common shares as of February 17, 2026 are entitled to vote, subject to Bank Act limits.

Shareholders will vote on electing 14 directors, reappointing Ernst & Young LLP as auditor, an advisory resolution on the bank’s executive compensation approach, amendments to the 2000 Stock Incentive Plan, and several shareholder proposals. The board recommends voting for all management items and against each shareholder proposal.

The stock plan amendments would add 15 million common shares to the 2000 Stock Incentive Plan, bringing total options outstanding and available for grant to 31,743,288 shares, or 1.89% of common shares outstanding as of December 31, 2025. The circular also highlights an $8 billion stock buy-back completed after the sale of the bank’s stake in The Charles Schwab Corporation, a new $7 billion buy-back program started in January 2026, and an increased dividend of $1.08 per share.

TD Bank Group reported strong results for the first quarter ended January 31, 2026. Reported net income was $4,043 million and adjusted net income was $4,216 million, with reported diluted EPS of $2.34 and adjusted diluted EPS of $2.44, up sharply from last year.

Canadian Personal and Commercial Banking delivered record revenue of $5,421 million and record net income of $2,044 million, supported by 5% loan and 3% deposit growth and a net interest margin of 2.83%. U.S. Banking generated reported net income of $1,040 million (adjusted $1,007 million), helped by balance sheet actions and lower credit losses.

Wealth Management and Insurance earned $757 million, and Wholesale Banking produced record revenue of $2,470 million and net income of $561 million. The provision for credit losses was $1,039 million, or 0.43% of credit volume, while the Common Equity Tier 1 capital ratio remained strong at 14.5%. TD also booked $200 million of restructuring charges and continues multi‑year remediation of its U.S. and enterprise AML programs.