您的浏览器禁用了JavaScript(一种计算机语言,用以实现您与网页的交互),请解除该禁用,或者联系我们。[美股招股说明书]:道明银行美股招股说明书(2025-12-23版) - 发现报告

道明银行美股招股说明书(2025-12-23版)

2025-12-23美股招股说明书R***
道明银行美股招股说明书(2025-12-23版)

Filed Pursuant to Rule 424(b)(2)Registration Statement No. 333-283969 Pricing Supplement dated December 19, 2025 to theProduct Supplement MLN-ES-ETF-1 dated February 26, 2025 andProspectus Dated February 26, 2025 The Toronto-Dominion Bank$1,000,000Autocallable Contingent Interest Barrier Notes with Memory Interest General •The Notes will be automatically called prior to the Maturity Date if the Closing Price of the Reference Asset is greater than or equal to the Initial Price on any Review Date other than the Final ReviewDate. If the Notes are not automatically called and the Closing Price of the Reference Asset on the Final Review Date (the “Final Price”) is less than the Barrier Price, investors will lose 1% of thePrincipal Amount of the Notes for each 1% that the Final Price is less than the Initial Price, and may lose the entire Principal Amount. •Any payments on the Notes, including any repayment of principal, are subject to our credit risk. Key Terms Issuer:The Toronto-Dominion Bank (“TD”)Reference Asset:The common stock of Fluor Corporation (Bloomberg ticker: “FLR”)Principal Amount:$1,000 per Note, subject to a minimum investment of $10,000 and integral multiples of $1,000 in excess thereof. If the Closing Price of the Reference Asset on any Review Date other than the Final Review Date is greater than or equal to the Initial Price, we will automatically call theNotes and, on the applicable Call Payment Date, we will pay you a cash payment equal to the Principal Amount, plus the Contingent Interest Payment otherwise due and anypreviously unpaid Contingent Interest Payments with respect to any previous Review Dates pursuant to the Memory Interest Feature. No further amounts will be owed to you Feature:Contingent Interest Payments with respect to any previous Review Dates pursuant to the Memory Interest Feature, will be paid to you on the corresponding ContingentInterest Payment Date. Contingent Interest Payments on the Notes are not guaranteed. You will not receive the Contingent Interest Payment with respect to aReview Date on the corresponding Contingent Interest Payment Date if the Closing Price on such Review Date is less than the Barrier Price.Any ContingentInterest Payment due on a Note will be paid to the registered holder of such Note, as determined on the record date, which will be the Business Day preceding the relevant than the Barrier Price on the related Review Date, such Contingent Interest Payment will be made on a later Contingent Interest Payment Date if the Closing Price of theReference Asset on any subsequent Review Date is greater than or equal to the Barrier Price on the relevant Review Date. For the avoidance of doubt, once a previouslyunpaid Contingent Interest Payment has been made on a later Contingent Interest Payment Date, it will not be made again on any subsequent Contingent Interest PaymentDate. If the Closing Price of the Reference Asset is less than the Barrier Price on each of the Review Dates, you will receive no Contingent Interest Payments during the term Contingent Interest Payment: $44.125 per $1,000 Principal Amount of the Notes, if payable. If the Notes are not automatically called and the Final Price is less than the Barrier Price, you will lose 1% of the Principal Amount of the Notes for each 1% thatthe Final Price is less than the Initial Price, and may lose your entire Principal Amount. Any payments on the Notes are subject to our credit risk.All amounts usedin or resulting from any calculation relating to the Payment at Maturity will be rounded upward or downward as appropriate, to the nearest cent. Final Price – Initial PriceInitial Price Initial Price:$41.30, which was the Closing Price of the Reference Asset on the Strike Date, as determined by the Calculation Agent, and subject to adjustment as described under“General Terms of the Notes — Anti-Dilution Adjustments” in the product supplement.Final Price:The Closing Price of the Reference Asset on the Final Review Date, as determined by the Calculation Agent.Barrier Price:$26.845, which is 65.00% of the Initial Price, as determined by the Calculation Agent and as subject to adjustment as described under “General Terms of the Notes — Anti-Dilution Adjustments” in the product supplement. The estimated value of your Notes on the Pricing Date was $971.90 per Note, as discussed further under “Additional Risk Factors — Risks Relating to Estimated Value and Liquidity” beginning on page P-5 and “Additional Information Regarding the Estimated Value of the Notes” on page P-17 of this pricing supplement. The estimated value is 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 The Notes have complex features and investing in the Notes involves a number of risks. See “Additional Risk Factors” beginning on page P-3