多伦多道明银行美股招股说明书(2026-06-02版)

The Toronto-Dominion Bank $944,000Autocallable Barrier Notes Linked to the Least Performing of the shares of the VanEck®Semiconductor ETF, the S&P500®Index and the shares of the State Street®Utilities Select Sector SPDR®ETF Due June 1, 2029 The Toronto-Dominion Bank (“TD” or “we”) has offered the Autocallable Barrier Notes (the “Notes”) linked to the least performing of the shares of the VanEck®Semiconductor ETF, the S&P 500®Index and the shares of the State Street®Utilities Select Sector SPDR®ETF (each, a “Reference Asset” and together, the“Reference Assets”). We also refer to an exchange-traded fund as an “ETF”, a Reference Asset that is a share of an ETF as an “Equity Reference Asset” and aReference Asset that is an index as an “Index Reference Asset”. The Notes will be automatically called if, on the applicable Call Observation Date, the Closing Value of each Reference Asset is greater than or equal to its CallThreshold Value, which is equal to 100.00% of its Initial Value. If the Notes are automatically called, on the Call Payment Date we will pay a cash payment per Noteequal to the Principal Amount plus a return equal to the Call Premium corresponding to the applicable Call Observation Date. Following an automatic call, nofurther amounts will be owed under the Notes. The applicable Call Premium (and therefore the applicable Call Price) increases the longer the Notes areoutstanding and is based on a per annum rate of 28.20% (the “Call Rate”). If the Notes are not automatically called (meaning that the Closing Value of at least one Reference Asset is less than its Call Threshold Value on each CallObservation Date), the amount we pay at maturity, if anything, will depend on the Closing Value of each Reference Asset on its Final Valuation Date (each, its“Final Value”) relative to its Initial Value and/or its Barrier Value, which is equal to 60.00% of its Initial Value, and the lowest Percentage Change of the ReferenceAssets from their respective Initial Values to Final Values (the “Least Performing Percentage Change”), calculated as follows: •If the Final Value ofeachReference Asset isgreater than its Initial Value:Principal Amount of $1,000 + ($1,000 × Least Performing Percentage Change)•If the Final Value of any Reference Asset is lessthan or equal toits Initial Value and the Final Value of each Reference Asset is greater than or equal toitsBarrier Value:$1,000•If, however, the Final Value ofanyReference Asset isless thanits Barrier Value: $1,000+($1,000×Least Performing Percentage Change)If the Notes are not automatically called and the Final Value of any Reference Asset is less than its Barrier Value, investors will suffer a percentage loss on their initial investment that is equal to the Least Performing Percentage Change. Specifically, investors will lose 1% of the Principal Amount of theNotes for each 1% that the Final Value of the Least Performing Reference Asset is less than its Initial Value, and may lose the entire Principal Amount.Any payment on the Notes is subject to our credit risk. The Notes do not pay periodic interest and do not guarantee the payment of the Call Price or the return of the Principal Amount. Investors areexposed to the market risk of each Reference Asset on each Call Observation Date and the Final Valuation Date and any decline in the value of oneReference Asset will not be offset or mitigated by a lesser decline or potential increase in the value of any other Reference Asset. If the Notes arenot automatically called and the Final Value of any Reference Asset is less than its Barrier Value, investors may lose up to their entire investment inthe Notes. Any payment on the Notes is subject to our credit risk. 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 InsuranceCorporation, the U.S. Federal Deposit Insurance Corporation or any other governmental agency or instrumentality of Canada or the United States. The Notes willnot be listed or displayed on any securities exchange or electronic communications network. The Notes have complex features and investing in the Notes involves a number of risks. See “Additional Risk Factors” beginning on page P-7 of thispricing supplement, “Additional Risk Factors Specific to the Notes” beginning on page PS-7 of the product supplement MLN-EI-1 and the productsupplement MLN-ES-ETF-1, each dated February 26, 2025 (together, the “product supplements”) and “Risk Factors” on page 1 of the prospectus datedFebruary 26, 2025 (the “prospectus”).Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved of these Notes or determinedthat this pricing supplement,the product supplements,the underlier supplement or the prospectus is truthful or complete. Anyrepresentation to the contrary is a criminal offense. We will deliver the Notes in book-entry only form through the facilities of T