多伦多道明银行美股招股说明书(2026-06-17版)

The Toronto-Dominion Bank $500,000Callable Fixed Interest Barrier Notes Linked to the Least Performing of the Russell 2000®Index and the S&P 500 The Toronto-Dominion Bank (“TD” or “we”) has offered the Callable Fixed Interest Barrier Notes (the “Notes”) linked to the least performing of the Russell 2000Index and the S&P 500®Index (each, a “Reference Asset” and together, the “Reference Assets”). The Notes will pay you an Interest Payment on each Interest Payment Date (including the Maturity Date) at a per annum rate of 8.10% (the “Interest Rate”)regardless of the performance of the Reference Assets, unless the Notes are subject to an Issuer Call prior to maturity. TD may, in its discretion, elect to call the Notes (an “Issuer Call”) in whole, but not in part, on any Call Payment Date (monthly, commencing on the sixth InterestPayment Date and other than the Maturity Date) upon at least three Business Days’ prior written notice, regardless of the Closing Values of the Reference Assets.If TD elects to call the Notes prior to maturity, the Call Payment Date will be the corresponding Interest Payment Date and, on such date, we will pay you a cashpayment per Note equal to the Principal Amount plus the Interest Payment otherwise due. No further amounts will be owed under the Notes following an Issuer If TD does not elect to call the Notes prior to maturity, the amount we pay at maturity, if anything, in addition to the Interest Payment otherwise due, will depend onthe Closing Value of each Reference Asset on its Final Valuation Date (each, its “Final Value”) relative to its Barrier Value, which is equal to 70.00% of its InitialValue. The payment at maturity will be calculated as follows: •If the Final Value of each Reference Asset is greater than or equal to its Barrier Value: the Principal Amount of $1,000 •If the Final Value of any Reference Asset is less than its Barrier Value: the sum of (1) $1,000 plus (2) the product of (i) $1,000 times (ii) the Least Performing Percentage Change If TD does not elect to call the Notes prior to maturity and the Final Value of any Reference Asset is less than its Barrier Value, investors will suffer apercentage loss on their initial investment that is equal to the percentage decline of the Reference Asset with the lowest Percentage Change from itsInitial Value to its Final Value (the “Least Performing Reference Asset”). Specifically, investors will lose 1% of the Principal Amount of the Notes foreach 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 The Notes do not guarantee the return of the Principal Amount. Investors are exposed to the market risk of each Reference Asset on the FinalValuation Date and any decline in the value of one Reference Asset will not be offset or mitigated by a lesser decline or potential increase in the valueof any other Reference Asset. If the Final Value of any Reference Asset is less than its Barrier Value, investors may lose up to their entire investment 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 dated February 26,2025 (the “product supplement”) and “Risk Factors” on page 1 of the prospectus dated February 26, 2025 (the “prospectus”). Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved of these Notes ordeterminedthat this pricing supplement,the product supplement,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 The Depository Trust Company on the Issue Date against payment in immediatelyavailable funds. The estimated value of your Notes at the time the terms of your Notes were set on the Pricing Date was $985.60 per Note, as discussed further under “AdditionalRisk Factors — Risks Relating to Estimated Value and Liquidity” beginning on page P-9 and “Additional Information Regarding the Estimated Value of the Notes”on page P-23 of this pricing supplement. The estimated value is less than the public offering price of the Notes. 2TD Securities (USA) LLC (“TDS”) will receive a commission of $7.50 (0.75%) per Note and will use all of that commission to allow selling concessions to other dealers inconnecti