UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of February, 2025. |
Commission File Number: 001-14446 |
The Toronto-Dominion Bank
(Translation of registrant's name into English)
c/o General Counsel’s Office
P.O. Box 1, Toronto Dominion Centre,
Toronto, Ontario, M5K 1A2
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F:
Form
20-F _________ |
Form
40-F √ |
This Form 6-K is incorporated by reference into all outstanding Registration
Statements of The Toronto-Dominion Bank filed with the U.S. Securities and Exchange Commission.
EXHIBIT INDEX
FORM 6-K
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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THE TORONTO-DOMINION BANK |
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DATE: February 7, 2025 |
By: |
/s/ Caroline Cook |
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Name: |
Caroline Cook |
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Title: |
Associate Vice President, Legal Treasury and Corporate Securities |
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EXHIBIT 99.1
TD Bank Group provides
insurance catastrophe information
TORONTO,
February 7, 2025 - TD Bank Group ("TD" or the "Bank") (TSX and NYSE: TD) announced today that it expects zero catastrophe
claims after reinsurance and before tax to be reflected in the Bank's Wealth Management & Insurance segment's first-quarter results.
Catastrophe
claims are insurance claims that relate to any single event that occurred in the relevant fiscal quarter, for which the aggregate insurance
claims are equal to or greater than an internal threshold of $5 million before reinsurance. The Bank’s internal threshold may change
from time to time. The total amount of catastrophe claims presented reflects the estimated pre-tax cost of these claims net of recoveries
from related reinsurance coverage and, when applicable, includes the cost of reinsurance reinstatement premiums. The total amount of catastrophe
claims is included in Insurance service expenses and amounts related to reinsurance coverage are included in Other income (loss) on the
Bank's Consolidated Statement of Income.
Additional
information about the Bank's insurance catastrophe claims (including catastrophe claims, net of reinsurance for the comparative quarter)
is available on its website here: https://www.td.com/ca/en/about-td/for-investors/investor-relations/financial-information
Quarterly
Earnings Announcement
TD
will release its first-quarter financial results and host an earnings conference call on Thursday, February 27, 2025.
About
TD Bank Group
The
Toronto-Dominion Bank and its subsidiaries are collectively known as TD Bank Group ("TD" or the "Bank"). TD is the
sixth largest bank in North America by assets and serves over 27.9 million customers in four key businesses operating in a number of locations
in financial centres around the globe: Canadian Personal and Commercial Banking, including TD Canada Trust and TD Auto Finance Canada;
U.S. Retail, including TD Bank, America's Most Convenient Bank®, TD Auto Finance U.S., TD Wealth (U.S.), and an investment in The
Charles Schwab Corporation; Wealth Management and Insurance, including TD Wealth (Canada), TD Direct Investing, and TD Insurance; and
Wholesale Banking, including TD Securities and TD Cowen. TD also ranks among the world's leading online financial services firms, with
more than 17 million active online and mobile customers. TD had $2.06 trillion in assets on October 31, 2024. The Toronto-Dominion Bank
trades under the symbol "TD" on the Toronto and New York Stock Exchanges.
Caution Regarding Forward-Looking
Information
From time to time, the Bank
(as defined in this document) makes written and/or oral forward-looking statements, including in this document, in other filings with
Canadian regulators or the United States (U.S.) Securities and Exchange Commission (SEC), and in other communications. In addition,
representatives of the Bank may make forward-looking statements orally to analysts, investors, the media, and others. All such statements
are made pursuant to the "safe harbour" provisions of, and are intended to be forward-looking statements under, applicable Canadian
and U.S. securities legislation, including the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements include,
but are not limited to, statements made in this document, the Management's Discussion and Analysis ("2024 MD&A") in the
Bank's 2024 Annual Report under the heading "Economic Summary and Outlook", under the headings "Key Priorities for 2025"
and "Operating Environment and Outlook" for the Canadian Personal and Commercial Banking, U.S. Retail, Wealth Management and
Insurance, and Wholesale Banking segments, and under the heading "2024 Accomplishments and Focus for 2025" for the Corporate
segment, and in other statements regarding the Bank's objectives and priorities for 2025 and beyond and strategies to achieve them, the
regulatory environment in which the Bank operates, and the Bank's anticipated financial performance.
Forward-looking statements
are typically identified by words such as "will", "would", "should", "believe", "expect",
"anticipate", "intend", "estimate", "plan", "goal", "target", "may",
and "could". By their very nature, these forward-looking statements require the Bank to make assumptions and are subject to
inherent risks and uncertainties, general and specific. Especially in light of the uncertainty related to the physical, financial, economic,
political, and regulatory environments, such risks and uncertainties - many of which are beyond the Bank's control and the effects of
which can be difficult to predict - may cause actual results to differ materially from the expectations expressed in the forward-looking
statements.
Risk factors that could cause,
individually or in the aggregate, such differences include: strategic, credit, market (including equity, commodity, foreign exchange,
interest rate, and credit spreads), operational (including technology, cyber security, process, systems, data, third-party, fraud,
infrastructure, insider and conduct), model, insurance, liquidity, capital adequacy, legal and regulatory compliance (including financial
crime), reputational, environmental and social, and other risks. Examples of such risk factors include general business and economic conditions
in the regions in which the Bank operates (including the economic, financial, and other impacts of pandemics); geopolitical risk; inflation,
interest rates and recession uncertainty; regulatory oversight and compliance risk; risks associated with the Bank's ability to satisfy
the terms of the global resolution of the civil and criminal investigations into the Bank's U.S. BSA/AML program; the impact of the global
resolution of the civil and criminal investigations into the Bank's U.S. BSA/AML program on the Bank's businesses, operations, financial
condition, and reputation; the ability of the Bank to execute on long-term strategies, shorter-term key strategic priorities, including
the successful completion of acquisitions and dispositions and integration of acquisitions, the ability of the Bank to achieve its financial
or strategic objectives with respect to its investments, business retention plans, and other strategic plans; the risk of large declines
in the value of Bank's Schwab equity investment and corresponding impact on TD's market value; technology and cyber security risk (including
cyber-attacks, data security breaches or technology failures) on the Bank's technologies, systems and networks, those of the Bank's customers
(including their own devices), and third parties providing services to the Bank; data risk; model risk; fraud activity; insider
risk; conduct risk; the failure of third parties to comply with their obligations to the Bank or its affiliates, including relating to
the care and control of information, and other risks arising from the Bank's use of third-parties; the impact of new and changes to, or
application of, current laws, rules and regulations, including without limitation consumer protection laws and regulations, tax laws,
capital guidelines and liquidity regulatory guidance; increased competition from incumbents and new entrants (including Fintechs and big
technology competitors); shifts in consumer attitudes and disruptive technology; environmental and social risk (including climate-related
risk); exposure related to litigation and regulatory matters; ability of the Bank to attract, develop, and retain key talent; changes
in foreign exchange rates, interest rates, credit spreads and equity prices; downgrade, suspension or withdrawal of ratings assigned by
any rating agency, the value and market price of the Bank's common shares and other securities may be impacted by market conditions and
other factors; the interconnectivity of Financial Institutions including existing and potential international debt crises; increased funding
costs and market volatility due to market illiquidity and competition for funding; critical accounting estimates and changes to accounting
standards, policies, and methods used by the Bank; and the occurrence of natural and unnatural catastrophic events and claims resulting
from such events.
The Bank cautions that the
preceding list is not exhaustive of all possible risk factors and other factors could also adversely affect the Bank's results. For more
detailed information, please refer to the "Risk Factors and Management" section of the 2024 MD&A, as may be updated in subsequently
filed quarterly reports to shareholders and news releases (as applicable) related to any events or transactions discussed under the headings
"Significant Events" or "Significant and Subsequent Events" in the relevant MD&A, which applicable releases may
be found on www.td.com.
All such factors, as well
as other uncertainties and potential events, and the inherent uncertainty of forward-looking statements, should be considered carefully
when making decisions with respect to the Bank. The Bank cautions readers not to place undue reliance on the Bank's forward-looking statements.
Material economic assumptions underlying the forward-looking statements contained in this document are set out in the 2024 MD&A, under
the headings "Economic Summary and Outlook" and "Significant Events", under the headings "Key Priorities for
2025" and "Operating Environment and Outlook" for the Canadian Personal and Commercial Banking, U.S. Retail, Wealth Management
and Insurance, and Wholesale Banking segments, and under the heading "2024 Accomplishments and Focus for 2025" for the Corporate
segment, each as may be updated in subsequently filed quarterly reports to shareholders.
Any forward-looking statements
contained in this document represent the views of management only as of the date hereof and are presented for the purpose of assisting
the Bank's shareholders and analysts in understanding the Bank's financial position, objectives and priorities and anticipated financial
performance as at and for the periods ended on the dates presented, and may not be appropriate for other purposes. The Bank does not undertake
to update any forward-looking statements, whether written or oral, that may be made from time to time by or on its behalf, except as required
under applicable securities legislation.
For
further information contact:
Brooke
Hales, Vice President, Investor Relations, 416-307-8647, Brooke.hales@td.com; Elizabeth Goldenshtein, Senior Manager, Corporate Communications,
416-994-4124, Elizabeth.goldenshtein@td.com
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