道明银行美股招股说明书(2025-11-19版)

Pricing Supplement dated , 2025 to theProduct Supplement MLN-EI-1 dated February 26, 2025,Underlier Supplement dated February 26, 2025 andProspectus Dated February 26, 2025 General•The Notes are designed for investors who (i) seek unleveraged exposure to a limited range of the percentage increase of the S&P 500®Index (the“Reference Asset”) from the Initial Level (as defined below) to the Closing Level of the Reference Asset on the Valuation Date (the “Final Level”), (ii) seek unleveraged inverse exposure to a limited range of the percentage decline in the levelof the Reference Asset, but only if the Final Level is greater than or equal to the Buffer Level, (iii) are willing to accept the risk of losing some or all of their Principal Amount and (iv) are willing toforgo interest and dividend payments. •If the Final Level is less than the Initial Level by more than 25.00%, investors will lose approximately 1.3333% of the Principal Amount of the Notes for each 1% decrease from the Initial Level to theFinal Level of more than 25.00% and may lose some or all of the Principal Amount. •Any payments on the Notes, including any repayment of principal, are subject to our credit risk. Key Terms The Toronto-Dominion Bank (“TD”) The S&P 500®Index (Bloomberg ticker: “SPX”) $1,000 per Note, subject to a minimum investment of $10,000 and integral multiples of $1,000 in excess thereof. Approximately 2 years. In the event that we make any change to the expected Pricing Date and Issue Date, the Calculation Agent may adjust the ValuationDate and the Maturity Date, to ensure that the stated term of the Notes remains the same. Expected to be November 18, 2025 Expected to be November 21, 2025, which is the third DTC settlement day following the Pricing Date. See “Supplemental Plan of Distribution (Conflicts ofInterest)” herein. Expected to be November 18, 2027, subject to postponement upon the occurrence of a market disruption event as described in the accompanying productsupplement. Valuation Date: Expected to be November 23, 2027, subject to postponement upon the occurrence of a market disruption event as described in the accompanying productsupplement. Maturity Date: On the Maturity Date, we will pay a cash payment, if anything, per Note equal to: Payment at Maturity: •If the Final Level isgreater than or equal tothe Initial Level:Principal Amount + (Principal Amount × Percentage Change), subject to the Maximum Upside ReturnIn this scenario, your potential return on the Notes will not exceed the Maximum Upside Return, regardless of any further increase in the levelof the Reference Asset, which may be significant, and the return on the Notes may be less than the Percentage Change.•If the Final Level isless thanthe Initial Level andgreater than or equal tothe Buffer Level:Principal Amount + (Principal Amount × Contingent Absolute Return)In this scenario, you will receive a positive 1% return on the Notes for each 1% that the Final Level is less than the Initial Level. This returnwill not exceed 25.00%.•If the Final Level isless thanthe Buffer Level:Principal Amount + [Principal Amount × (Percentage Change + Buffer Amount) × Downside Leverage Factor] If the Final Level is less than the Buffer Level, you will lose approximately 1.3333% of the Principal Amount of the Notes for each 1% that the FinalLevel is less than the Initial Level in excess of the Buffer Amount, and may lose some or all of your Principal Amount. Any payments on the Notes are subject to our credit risk.All amounts used in or resulting from any calculation relating to the Payment at Maturity will berounded upward or downward as appropriate, to the nearest cent. The quotient, expressed as a percentage, of the following formula: Final Level – Initial LevelInitial Level Contingent Absolute Return:The absolute value of the Percentage Change, expressed as a percentage. For example, if the Percentage Change is -5%, the Contingent Absolute Return willequal 5%. 25.00%, which is equal to the percentage by which the Buffer Level is less than the Initial Level. The quotient of 1 / (1 – Buffer Amount), which is equal to approximately 1.3333. 75.00% of the Initial Level (to be determined on the Pricing Date), as determined by the Calculation Agent. The estimated value of your Notes at the time the terms of your Notes are set on the Pricing Date is expected to be between $950.00 and $985.00 per Note, as discussed further under “Additional RiskFactors — Risks Relating to Estimated Value and Liquidity” beginning on page P-4 and “Additional Information Regarding the Estimated Value of the Notes” on page P-15 of this pricing supplement. Theestimated value is expected to be less than the public offering price of the Notes.The Notes are unsecured and are not savings accounts or insured deposits of a bank. The Notes are not insured or guaranteed by the Canada Deposit Insurance Corporation, the U.S. Federal Deposit Insurance Corporation or any other governme