FWP 1 ef20082560_fwp.htm GUIDEBOOK

Filed Pursuant to Rule 433
Registration Statement No. 333-283969

AUTOCALLABLE STRATEGIC ACCELERATED REDEMPTION SECURITIES^®

	Autocallable Strategic Accelerated Redemption Securities^®Linked to an International Equity Index Basket
	Issuer	The Toronto-Dominion Bank (“TD”)
	Principal Amount	$10.00 per unit
	Term	Approximately three years, if not called earlier
	Market Measure	An international equity index basket comprised of the EURO STOXX 50^® Index (Bloomberg symbol: “SX5E”), the FTSE^® 100 Index (Bloomberg symbol: “UKX”), the Nikkei Stock Average Index (Bloomberg symbol: “NKY”), the Swiss Market Index^® (Bloomberg symbol: “SMI”), the S&P/ASX 200 Index (Bloomberg symbol: “AS51”) and the FTSE^®China 50 Index (Bloomberg symbol: “XIN0I”) (each, a “Basket Component”). The EURO STOXX 50^® Index will be given an initial weight of 40.00%, each of the FTSE^® 100 Index and the Nikkei Stock Average Index will be given an initial weight of 20.00%, each of the Swiss Market Index^® and the S&P/ASX 200 Index will be given an initial weight of 7.50%, and the FTSE^® China 50 Index will be given an initial weight of 5.00%.
	Automatic Call	The notes will be called automatically if the Observation Level of the Market Measure on any of the Observation Dates is equal to or greater than the Call Level
	Observation Level	The value of the Market Measure on any Observation Date
	Observation Dates	Approximately one, two and three years from the pricing date
	Call Level	100.00% of the Starting Value
	Call Amounts	[$11.00 to $11.10] if called on the first Observation Date, [$12.00 to $12.20] if called on the second Observation Date and [$13.00 to $13.30] if called on the final Observation Date, each to be determined on the pricing date
	Payout Profile at Maturity	If the notes are not called, 1-to-1 downside exposure to decreases in the Market Measure with up to 100.00% of your principal amount at risk
	Threshold Value	100.00% of the Starting Value
	Interest Payments	None
	Preliminary Offering Documents	http://www.sec.gov/Archives/edgar/data/947263/000114036126037966/ef20082562_424b2.htm
	Exchange Listing	No

You should read the relevant Preliminary Offering Documents before you invest. Click on the Preliminary Offering Documents hyperlink above or call your Financial Advisor for a hard copy.

Risk Factors

Please see the Preliminary Offering Documents for a description of certain risks related to this investment, including, but not limited to, the following:

●	If your notes are not called, your investment will result in a loss; there is no guaranteed return of principal.

●	Payments on the notes are subject to our credit risk, and actual or perceived changes in our creditworthiness are expected to affect the value of the notes. If we become insolvent or are unable to pay our obligations, you may lose your entire investment.

●	Changes in the level of one of the Basket Components may be offset by changes in the levels of the other Basket Components.

●	The initial estimated value of the notes on the pricing date will be less than their public offering price.

●	If you attempt to sell the notes prior to maturity, their market value may be lower than both the public offering price and the initial estimated value of the notes on the pricing date.

●	If called, your return on the notes is limited to the applicable Call Premium.

●	You will have no rights of a holder of the securities included in the Basket Components, and you will not be entitled to receive securities or dividends or other distributions by the issuers of those securities.

●

Your return on the notes may be affected by factors affecting the international securities markets, specifically changes in the countries represented by the Basket Components. In addition, you will not obtain the benefit of any increase in the value of the currencies in which the securities in the Basket Components trade against the U.S. dollar which you would have received if you had owned the securities in the Basket Components during the term of your notes, although the value of the Basket may be adversely affected by general exchange rate movements in the market.

●	Certain United States executive orders could adversely affect your investment in the notes.

Final terms will be set on the pricing date within the given range for the specified Market-Linked Investment. Please see the Preliminary Offering Documents for complete product disclosure, including related risks and tax disclosure.

TD has filed a registration statement (including a product supplement and a prospectus) with the U.S. Securities and Exchange Commission (the “SEC”) for the offering to which this term sheet relates. Before you invest, you should read the Note Prospectus, including this term sheet, and the other documents that TD has filed with the SEC, for more complete information about TD and this offering. You may get these documents without cost by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, TD, any agent, or any dealer participating in this offering will arrange to send you these documents if you so request by calling MLPF&S or BofAS toll-free at 1-800-294-1322.