UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
x |
Annual Report Pursuant to Section 15(d) of the Securities Exchange
Act of 1934 |
For the fiscal year ended December 31,
2023; or
¨ |
Transition Report Pursuant to Section 15(d) of the Securities Exchange
Act of 1934 |
For the transition period from to
Commission file number: 1-14446
TD 401(k) Retirement Plan
c/o TD Bank US Holding Company
70 Gray Rd
Falmouth, ME 04105
(Full title of the plan)
THE TORONTO-DOMINION
BANK
(Name of issuer of the securities held pursuant
to the plan)
P.O. BOX 1
TORONTO-DOMINION CENTRE
KING STREET WEST AND BAY STREET
TORONTO, ONTARIO M5K1A2
CANADA
(Address of principal executive offices)
TD 401(k) Retirement
Plan
Audited Financial
Statements and Supplemental Schedule
Years Ended December 31,
2023 and 2022
Contents
Report
of Independent Registered Public Accounting Firm
To the Plan Participants and the Plan Administrator
of TD 401(k) Retirement Plan
Opinion on the Financial Statements
We have audited the accompanying statements of
net assets available for benefits of TD 401(k) Retirement Plan (the Plan) as of December 31, 2023 and 2022, and the related statements
of changes in net assets available for benefits for the years then ended, and the related notes (collectively referred to as the “financial
statements”). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits
of the Plan at December 31, 2023 and 2022, and the changes in its net assets available for benefits for the years then ended, in conformity
with U.S. generally accepted accounting principles.
Basis for Opinion
These financial statements are the responsibility of the Plan’s
management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public
accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent
with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities
and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free
of material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of
its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over
financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial
reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material
misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures
included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included
evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation
of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Supplemental Schedule Required by ERISA
The accompanying supplemental schedule of assets (held at end of year)
as of December 31, 2023, (referred to as the “supplemental schedule”), has been subjected to audit procedures performed in
conjunction with the audit of the Plan’s financial statements. The information in the supplemental schedule is the responsibility
of the Plan’s management. Our audit procedures included determining whether the information reconciles to the financial statements
or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the
information presented in the supplemental schedule. In forming our opinion on the information, we evaluated whether such information,
including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the information is fairly stated, in all material
respects, in relation to the financial statements as a whole.
/s/ Ernst & Young LLP
We have served as the Plan’s auditor since
2008.
New York, NY
June 17, 2024
TD 401(k) Retirement
Plan
Statements of Net
Assets Available for Benefits
| |
December 31, | |
| |
2023 | | |
2022 | |
Assets | |
| | | |
| | |
Noninterest-bearing cash | |
$ | 30,907 | | |
$ | 34,259 | |
Investments, at fair value (see Note 6) | |
| 4,787,513,122 | | |
| 3,948,752,500 | |
Total investments | |
| 4,787,544,029 | | |
| 3,948,786,759 | |
| |
| | | |
| | |
Notes receivable from participants | |
| 70,631,008 | | |
| 65,334,516 | |
Employer core contributions receivable | |
| 74,666,293 | | |
| 66,535,572 | |
Employer matching contributions receivable | |
| 4,301,835 | | |
| 2,157,676 | |
Participant contributions receivable | |
| 5,030,657 | | |
| - | |
Total receivables | |
| 154,629,793 | | |
| 134,027,764 | |
| |
| | | |
| | |
Net assets available for benefits | |
$ | 4,942,173,822 | | |
$ | 4,082,814,523 | |
See accompanying notes.
TD 401(k) Retirement
Plan
Statements of Changes
in Net Assets Available for Benefits
| |
Year Ended December 31, | |
| |
2023 | | |
2022 | |
Additions: | |
| | |
| |
Additions to net assets attributed to: | |
| | | |
| | |
Interest and dividends | |
$ | 40,700,877 | | |
$ | 50,243,870 | |
Net appreciation/(depreciation) in fair value of investments | |
| 711,201,639 | | |
| (831,101,352 | ) |
Net investment income/(loss) | |
| 751,902,516 | | |
| (780,857,482 | ) |
| |
| | | |
| | |
Contributions: | |
| | | |
| | |
Participant | |
| 201,483,913 | | |
| 171,080,827 | |
Employer | |
| 168,463,260 | | |
| 149,437,724 | |
Rollovers | |
| 28,384,680 | | |
| 23,756,565 | |
Total contributions | |
| 398,331,853 | | |
| 344,275,116 | |
| |
| | | |
| | |
Other income/(loss) | |
| 36,503 | | |
| (849,147 | ) |
Total additions/(losses), net | |
| 1,150,270,872 | | |
| (437,431,513 | ) |
| |
| | | |
| | |
Deductions: | |
| | | |
| | |
Deductions from net assets attributed to: | |
| | | |
| | |
Benefits paid to participants | |
| 289,723,831 | | |
| 248,814,102 | |
Administrative expenses | |
| 1,187,742 | | |
| 1,039,806 | |
Total deductions | |
| 290,911,573 | | |
| 249,853,908 | |
| |
| | | |
| | |
Net increase/(decrease) in net assets available for benefits | |
| 859,359,299 | | |
| (687,285,421 | ) |
| |
| | | |
| | |
Net assets available for benefits: | |
| | | |
| | |
Beginning of year | |
| 4,082,814,523 | | |
| 4,770,099,944 | |
End of year | |
$ | 4,942,173,822 | | |
$ | 4,082,814,523 | |
See accompanying notes.
TD 401(k) Retirement
Plan
Notes to Financial
Statements
December 31,
2023 and 2022
1. Description of the Plan
The TD 401(k) Retirement
Plan (the "Plan") is a defined contribution plan sponsored by TD Bank US Holding Company (the “Company”), an indirect
wholly-owned subsidiary of The Toronto-Dominion Bank. The following provides only general information about the Plan. Participants should
refer to the Plan document for a more complete description of the Plan’s provisions. Capitalized terms used herein but not defined
shall have the meaning attributed to them in the Plan document.
General
The Plan is a defined contribution plan
subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). The Plan was amended effective
January 1, 2022 to update references to the Plan Administrator and Investment Fiduciary as the U.S. Retirement Committee and U.S.
Retirement Investment Committee, respectively and further amended effective January 1, 2024 to reflect the effect of the acquisition
of Cowen Inc., which occurred March 1, 2023.
Plan
Administration
The Plan is administered
by the U.S. Retirement Committee (the “Plan Administrator”) as delegated by the Human Resources Committee of The Toronto
Dominion Bank Board of Directors. The Plan Administrator has assigned the record-keeping, trustee and custodial responsibilities of the
Plan to T. Rowe Price, who also serves as Trustee of the Plan.
Contributions
Participants may
contribute to the Plan up to 50% of their eligible compensation on a pre-tax basis, a Roth after-tax basis, or a combination of both.
Eligible compensation considered for this purpose meets the standards defined by the Internal Revenue Code (the “Code”) for
safe harbor plans and includes, but is not limited to, regular earnings, overtime pay, commissions, bonuses, and incentives. Participants
may also roll over their account balances from a prior employer's eligible employer plan (e.g., a 401(k) plan, profit sharing
plan, or 403(b) tax sheltered annuity) or from a traditional individual retirement account or annuity.
TD 401(k) Retirement
Plan
Notes to Financial
Statements (continued)
December 31,
2023 and 2022
1.
Description of the Plan (continued)
Participants are
eligible for employer matching contributions on the first of the month following (or coincident with) completion of twelve months of
service with the Company or an affiliate. The employer match was designed to meet the standards for safe harbor treatment as defined
by the Code. The Plan matches for the Plan Year at the rate of one dollar ($1.00) for each one dollar ($1.00) of Salary Deferrals made
on behalf of the Participant up to the first three percent (3%) of his or her Earnings while a Participant; plus fifty cents ($0.50)
for each one dollar ($1.00) of Salary Deferrals made on his or her behalf in excess of the first three percent (3%) and not exceeding
the first six percent (6%) of such Earnings while a Participant. Matching contributions for 2023 and 2022 totaled $91.6 million and $82.9
million, respectively. Participants’ contributions are subject to Code limitation, which was $22,500 for 2023 and $20,500 for 2022.
Catch-up contributions (within the meaning of Section 414(v) of the Code) can also be made by participants who reach age 50
during the Plan year. Participants are only permitted to make catch-up contributions after they have already contributed the maximum
amount for the year. The catch-up contribution limit was $7,500 and $6,500 in 2023 and 2022, respectively.
The Plan also includes
an employer core contribution for all eligible employees. To be eligible for a core contribution, an employee must first complete a year
of service with the Company or an affiliate and be at least 21 years of age. Once this requirement is met, a participant is eligible
for an allocation for the Plan year if they are employed on the first and last day of the year and work at least 1,000 hours during the
year. The core contribution is determined based on the sum of a participant’s age and years of service (both calculated in whole
years on the first day of each year) in accordance with the following schedule:
Years of Age +Years of Service | |
Core
Contribution (Percentage of
Eligible
Compensation) | |
Less than 35 | |
| 2.0 | % |
35 – 44 | |
| 2.5 | % |
45 – 54 | |
| 3.0 | % |
55 – 64 | |
| 4.0 | % |
65 – 69 | |
| 5.0 | % |
70 or more | |
| 6.0 | % |
The core contributions
for 2023 and 2022 were $74.7 million and $66.5 million, respectively. The core contributions were paid to the Plan in February 2024
and 2023, respectively.
TD 401(k) Retirement
Plan
Notes to Financial
Statements (continued)
December 31,
2023 and 2022
1.
Description of the Plan (continued)
Participant
Accounts
Each participant’s
account reflects the participant’s contributions, rollover, and Company contributions as well as earnings or losses on those contributions.
Participant accounts are reduced by withdrawals and any applicable direct expenses.
Vesting
Participant contributions,
any safe harbor employer matching contributions, and any earnings thereon are immediately vested.
Participants whose
employment is terminated for any reason other than death or becoming disabled prior to reaching Normal Retirement Age, as defined by
the Plan, shall have a non-forfeitable interest in the value of their core contributions, and any earnings thereon, in accordance with
the following schedule:
Years of Vesting Service (as defined by the Plan) | |
Vested Percentage | |
Less than three years | |
| 0 | % |
Three or more years | |
| 100 | % |
Notwithstanding
the foregoing, any prior Plan balances from merged plans shall continue to vest in accordance with their respective vesting schedules.
Notes
Receivable from Participants
Notes receivable
from participants represent participant loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest.
Interest income on notes receivable from participants is recorded when it is earned. Related fees are recorded as administrative expenses
and are expensed when they are incurred. No allowance for credit losses has been recorded as of December 31, 2023 or 2022. If a
participant ceases to make loan repayments and the Plan Administrator deems the participant loan to be a distribution, the participant
loan balance is reduced, and a benefit payment is recorded. No losses on participant loans have been recorded as of December 31,
2023 or 2022.
TD 401(k) Retirement
Plan
Notes to Financial
Statements (continued)
December 31,
2023 and 2022
1.
Description of the Plan (continued)
Participants may
borrow from their accounts, excluding balances related to core contributions. The minimum amount that a participant may borrow is $1,000
and the maximum is equal to the lesser of $50,000 or 50% of the account balance. Loans must be paid over a period of up to five years
(up to 15 years for the purchase of a principal residence). The loans are secured by the balance in the participant’s account and
bear interest at a fixed rate established by the Plan Administrator based on the Prime Rate as reported in The Wall Street Journal on
the date that the loan application is processed. Interest rates range from 3.25% to 9.5% on loans outstanding at December 31, 2023
and 2022. Principal and interest are paid through payroll deductions.
Benefits
Participants may
elect, at any time, to withdraw all or a portion of their account related to a rollover contribution, including earnings on those contributions.
After attaining age 59½, participants may withdraw all or part of their total account balance. In the event of a qualifying hardship,
participants may withdraw their participant contributions, rollover contributions, certain balances from prior Plans (as further defined
in the Plan document), and related earnings.
Upon termination
of employment or retirement, participants can elect to take a lump sum distribution or leave their account balance in the Plan. If the
participant’s vested account balance is less than $1,000, the participant is paid a single lump sum equal to the value of his or
her vested account. In the event of death, the balance in the participant’s account is paid to the designated beneficiary as provided
by the Plan.
Participant
Investment Options
Each participant
has the option of allocating employee and employer contributions into various investment options offered by the Plan. Investment options
include mutual funds, common collective trust funds, and common shares of The Toronto-Dominion Bank. A participant’s investment
direction with respect to future contributions and the reinvestment of all or a portion of their account is subject to a 20 percent limitation
on investments in common shares of The Toronto-Dominion Bank.
TD 401(k) Retirement
Plan
Notes to Financial
Statements (continued)
December 31,
2023 and 2022
1. Description of the Plan (continued)
Forfeitures
Amounts in which
the participant does not have a vested interest shall be forfeited by the participant after five consecutive one-year breaks in service,
as defined by the Plan document. At December 31, 2023 and December 31, 2022, forfeited non-vested accounts from terminated
employees totaled $609,387 and $737,055, respectively, and were maintained in a separate account and are available to offset future employer
contributions. For the years ended December 31, 2023 and December 31, 2022, employer contributions were reduced by $637,055
and $1,571,325, respectively, from forfeited accounts.
Voting
Rights
Each participant
is entitled to exercise voting rights attributable to The Toronto-Dominion Bank common shares allocated to his or her account and is
notified by the transfer agent prior to the time that such rights are to be exercised. The Trustee is permitted to vote in the best interest
of Plan participants’ shares for which instructions have not been given by a participant.
2. Summary of
Significant Accounting Policies
Basis of Presentation
The accompanying
financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“US
GAAP”) and are presented on the accrual basis of accounting.
Management
Estimates
The preparation
of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and changes therein, and disclosures of contingent assets and liabilities. Actual results could differ from
those estimates.
Investment
Valuation and Income Recognition
Investments held
by the Plan are stated at fair value. Fair value is defined as the price that would be received for an asset or paid to transfer a liability
(an exit price) in the principal or most
TD 401(k) Retirement
Plan
Notes to Financial
Statements (continued)
December 31,
2023 and 2022
2. Summary of Significant Accounting
Policies (continued)
advantageous market
for the asset or liability in an orderly transaction between market participants on the measurement date. A fair value measurement reflects
all of the assumptions that market participants would use in pricing the asset or liability, including assumptions about the risk inherent
in a particular valuation technique, the effect of a restriction on the sale or use of an asset, and the risk of non-performance. See
Note 6 for further discussion of fair value measurements.
Purchases and sales
of securities are recorded on a trade-date basis. Interest income is recorded on an accrual basis. Dividends are recorded as of the ex-dividend
date. Net appreciation (depreciation) includes the Plan’s gains (losses) on investments bought and sold as well as held during
the year.
Payment
of Benefits
Benefit
payments to participants are recorded when paid.
Administrative
Expense
In accordance with
the Plan provisions, all eligible administrative expenses may be paid by the Plan unless paid by the Company. Administrative expenses
amounting to $1,187,742 and $1,039,806 were paid by the Plan in 2023 and 2022, respectively, which were debited directly from participant
accounts.
3. Accounting Changes
There were no recent
accounting pronouncements adopted for the Plan in the current year, nor are there any recent accounting pronouncements being evaluated
for adoption by the Plan in future years.
4. Federal Income
Tax Status
The Plan received
a determination letter from the Internal Revenue Service (the "IRS") dated October 27, 2014 stating that the Plan is qualified
under Section 401(a) of the Code and, therefore, the related trust is exempt from taxation. Subsequent to this determination
by the IRS, the Plan was amended and restated, effective January 31, 2022. Once qualified, the Plan is required to operate in conformity
with the Code to maintain its qualified status. The Plan Administrator believes the Plan is being operated in compliance with the applicable
requirements of the Code and, therefore, believes that the Plan, as amended and restated, is qualified and the related trust is tax-exempt.
TD 401(k) Retirement
Plan
Notes to Financial
Statements (continued)
December 31,
2023 and 2022
4. Federal Income Tax Status (continued)
US GAAP requires
Plan Management to evaluate tax positions taken by the Plan and recognize a tax liability if the Plan has taken an uncertain position
that more likely than not would not be sustained upon examination by the IRS. Plan management has analyzed the tax positions taken by
the Plan, and has concluded that as of December 31, 2023 there are no uncertain positions taken or expected to be taken. The Plan
has recognized no interest or penalties related to uncertain tax positions. The Plan is subject to routine audits by taxing jurisdictions;
however, there are currently no audits for any tax periods in progress.
5. Administration
of Plan Assets
The Plan’s
assets, which include The Toronto-Dominion Bank common shares, are held by the Trustee of the Plan. T. Rowe Price serves as the service
provider and Trustee for the Plan. T. Rowe Price serves as a directed Trustee who will act based on direction of the Plan Administrator
or participants, as appropriate. Company contributions are held by the Trustee, who invests contributions received, reinvests interest
and dividend income, and processes distributions to participants. Certain administrative functions are performed by officers or employees
of the Company or its subsidiaries. No such officer or employee receives compensation from the Plan.
6. Fair Value
Measurements
US GAAP establishes
a three-level fair value hierarchy based on the nature of data inputs for fair value disclosure. This hierarchy requires maximum use
of observable inputs, and minimum use of unobservable inputs when measuring fair value. These levels are as follows:
| Level 1 | Quoted
market prices in active markets that the Plan has access to for identical assets and liabilities.
Level 1 instruments include equity securities and mutual funds that are traded in an active
exchange market. |
| Level 2 | Observable
inputs other than Level 1 prices, such as quoted market prices for similar (but not identical)
assets or liabilities in active markets, quoted market prices for identical assets or liabilities
in markets that are not active and other inputs that are observable or can be corroborated
by observable market data for substantially the full term of the assets or liabilities. |
| Level 3 | Fair
value is based on unobservable inputs that are supported by little or no market activity
and that are significant to the fair value of the assets or liabilities. |
TD 401(k) Retirement
Plan
Notes to Financial
Statements (continued)
December 31,
2023 and 2022
6. Fair Value Measurements (continued)
The following is
a description of the valuation methodologies used for assets measured at fair value. There have been no changes in the methodologies
used at December 31, 2023 as compared to those used at December 31, 2022.
Common
stock: Valued at the closing price reported on the active market on which the individual securities are traded.
Mutual
funds: Valued at the net asset value ("NAV") of shares held by the Plan at year end as reported in the active market.
The Common Collective
Trusts are reported by the issuer at fair value based on the value of the underlying investments divided by the number of units outstanding,
less liabilities, to arrive at NAV per unit. NAV is used as a fair value practical expedient. There are no restrictions on redemptions
from the collective trusts.
The methods described
above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore,
while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies
or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the
reporting date.
Noninterest-bearing
cash and receivables reported in the Statements of Net Assets Available for Benefits are presented at carrying amounts which approximate
fair values.
TD 401(k) Retirement
Plan
Notes to Financial
Statements (continued)
December 31,
2023 and 2022
6. Fair Value Measurements (continued)
The following tables
set forth by level, within the fair value hierarchy, the Plan’s investment assets at fair value as of December 31, 2023 and
2022. There were no changes between levels for the years ended December 31, 2023 and 2022:
| |
Assets at Fair Value
as of December 31, 2023 | |
| |
Level 1 | | |
Level 2 | | |
Level 3 | | |
Total | |
Mutual Funds | |
$ | 499,630,267 | | |
$ | - | | |
$ | - | | |
$ | 499,630,267 | |
Common Stock | |
| 199,615,248 | | |
| - | | |
| - | | |
| 199,615,248 | |
Total assets in the fair value hierarchy | |
$ | 699,245,515 | | |
$ | - | | |
$ | - | | |
$ | 699,245,515 | |
Investments measured at net asset value – Common Collective Trust | |
| | | |
| | | |
| | | |
| 4,088,267,607 | |
Investments at fair value | |
| | | |
| | | |
| | | |
$ | 4,787,513,122 | |
| |
Assets at Fair Value
as of December 31, 2022 | |
| |
Level 1 | | |
Level 2 | | |
Level 3 | | |
Total | |
Mutual Funds | |
$ | 443,500,265 | | |
$ | - | | |
$ | - | | |
$ | 443,500,265 | |
Common Stock | |
| 193,966,112 | | |
| - | | |
| - | | |
| 193,966,112 | |
Total assets in the fair value hierarchy | |
$ | 637,466,377 | | |
$ | - | | |
$ | - | | |
$ | 637,466,377 | |
Investments measured at net asset value – Common Collective
Trust | |
| | | |
| | | |
| | | |
| 3,311,286,123 | |
Investments at fair value | |
| | | |
| | | |
| | | |
$ | 3,948,752,500 | |
7. Related-Party Transactions
The Plan owned
3,089,063 and 2,995,153 shares of common stock of The Toronto-Dominion Bank, valued at $199,615,248 and $193,966,112 at December 31,
2023 and 2022, respectively, from which the Plan received dividends of $8,721,950 and $8,144,842 for years ended December 31, 2023
and 2022, respectively. Certain Plan investments were managed and held in trust by T. Rowe Price during 2023 and 2022. Consequently,
T. Rowe Price is a party-in-interest.
TD 401(k) Retirement
Plan
Notes to Financial
Statements (continued)
December 31,
2023 and 2022
8. Risks and Uncertainties
The Plan and its
participants invest in various investment securities. Investment securities, in general, are exposed to various risks, such as interest
rate, liquidity, credit, and overall market volatility risk. Due to the level of risk associated with certain investment securities,
it is probable that changes in the value of investment securities will occur in the near term and such changes could materially affect
participants’ account balances and the amounts reported in the statements of net assets available for benefits.
9. Plan Termination
Although it has
not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate
the Plan subject to the provisions of ERISA, as amended. Upon discontinuance or termination, forfeitures shall be allocated to the accounts
of participants on such date. In the event the Plan terminates, participants will become 100% vested in their accounts.
10. Subsequent
Event
The Plan has evaluated
the impact of events that have occurred subsequent to December 31, 2023 through June 17, 2024, the date the financial statements
were issued. Based on this evaluation, the Plan has determined that there were no events that were required to be recorded or disclosed
in the financial statements, except for the following disclosure.
The acquisition
of Cowen Inc. by the Toronto-Dominion Bank was completed March 1, 2023. The Cowen 401(k) Plan merged into the TD 401(k) Retirement
Plan on January 1, 2024. Total assets transitioned was $316 million and Cowen employees were eligible to participate in the Plan
upon merger date.
Supplemental Schedule
TD 401(k) Retirement
Plan
Plan No. 003
EIN 01-0437984
Schedule H, Line
4i – Schedule of Assets (Held at End of Year)
December 31,
2023
Party in
Interest | |
Identity of Issue | |
Number of Shares/Units
Description/Asset | |
Current
Value | |
| |
| |
| |
| |
Mutual Funds: | |
| |
| | |
| |
Dodge & Cox Stock X | |
Registered investment company 1,690,007 shares | |
$ | 411,618,146 | |
| |
PIMCO Total Return Fund, Inst. | |
Registered investment company 10,099,287 shares | |
| 87,358,832 | |
| |
Vanguard Treasury Money Market Investment | |
Registered investment company 653,289
shares | |
| 653,289 | |
| |
| |
| |
| | |
Common Stock: | |
| |
| | |
* | |
The Toronto-Dominion Bank | |
Common shares – 3,089,063 shares | |
| 199,615,248 | |
| |
| |
| |
| | |
Common Collective Trusts: | |
| |
| | |
* | |
TRP Stable Value Common Trust Fund | |
Common collective trust 357,277,953 shares | |
| 357,277,953 | |
* | |
TRP Retirement Balance Investment | |
Common collective trust 670,312 shares | |
| 12,735,921 | |
* | |
TRP Retirement 2005 Trust | |
Common collective trust 933,118 shares | |
| 18,149,143 | |
* | |
TRP Retirement 2010 Trust | |
Common collective trust 1,147,689 shares | |
| 23,734,205 | |
* | |
TRP Retirement 2015 Trust | |
Common collective trust 2,237,954 shares | |
| 50,465,858 | |
* | |
TRP Retirement 2020 Trust | |
Common collective trust 6,303,880 shares | |
| 154,129,856 | |
* | |
TRP Retirement 2025 Trust | |
Common collective trust 11,876,469 shares | |
| 315,439,027 | |
* | |
TRP Retirement 2030 Trust | |
Common collective trust 13,918,887 shares | |
| 399,611,251 | |
* | |
TRP Retirement 2035 Trust | |
Common collective trust 12,563,401 shares | |
| 384,816,980 | |
* | |
TRP Retirement 2040 Trust | |
Common collective trust 10,826,507 shares | |
| 348,288,745 | |
TD 401(k) Retirement
Plan
Plan No. 003
EIN 01-0437984
Schedule H, Line
4i – Schedule of Assets (Held at End of Year) (Continued)
December 31,
2023
Party
in
Interest | |
Identity
of Issue | |
Number
of Shares/Units
Description/Asset | |
Current
Value | |
| |
| |
| |
| |
Common Collective Trust (continued): | |
| |
| | |
* | |
TRP Retirement 2045 Trust | |
Common collective
trust 9,835,735 shares | |
| 323,890,750 | |
* | |
TRP Retirement 2050 Trust | |
Common collective trust 6,425,796
shares | |
| 212,115,538 | |
* | |
TRP Retirement 2055 Trust | |
Common collective trust 3,998,999
shares | |
| 131,886,980 | |
* | |
TRP Retirement 2060 Trust | |
Common collective trust 3,356,836
shares | |
| 70,795,671 | |
* | |
TRP Retirement 2065 Trust | |
Common collective trust 1,198,804
shares | |
| 15,764,268 | |
* | |
TRP Blue chip growth Trust | |
Common collective trust 6,459,239
shares | |
| 461,706,374 | |
| |
Vanguard Institutional 500 Index Fund Trust | |
Common collective trust 3,968,284 shares | |
| 534,646,841 | |
| |
Vanguard Institutional Total Bond Market Index Trust | |
Common collective trust 781,337 shares | |
| 84,540,626 | |
| |
Vanguard Development Markets Index Trust | |
Common collective trust 522,258 shares | |
| 71,350,848 | |
| |
MFS International Equity Class 4 | |
Common collective trust 6,613,166 shares | |
| 116,920,772 | |
| |
Total Investments | |
| |
$ | 4,787,513,122 | |
| |
| |
| |
| | |
* Notes receivable from participants | |
| |
| | |
| |
Loans granted to Plan participants, varying maturities,
interest rates from 3.25% to 9.50% | |
| 70,631,008 | |
| |
| |
| |
| | |
| |
Total Investments and Loans | |
| |
$ | 4,858,144,130 | |
| |
| |
| |
| | |
* Denotes party in interest.
Note: Cost information
has not been included because all investments are participant directed.
Exhibit
Signature
The Plan.
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on their behalf by the undersigned hereunto duly authorized.
|
TD 401(K) RETIREMENT PLAN |
|
|
|
By: |
/s/KATHLEEN
G. HARMON |
|
|
Kathleen G. Harmon |
|
|
Plan Administrator |
Date: June 17, 2024
Exhibit 23.1
Consent of Independent Registered Public Accounting
Firm
We consent to the incorporation by reference
in the Registration Statement (Form S-8 No. 1-14446) pertaining to the TD 401(k) Retirement Plan of our report dated June 17,
2024, with respect to the financial statements and supplemental schedule of the TD 401(k) Retirement Plan included in this Annual Report
(Form 11-K) for the year ended December 31, 2023.
/s/ Ernst & Young LLP
New York, New York
June 17, 2024
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