Mr. Bharat Masrani reports

TD BANK GROUP REPORTS FIRST QUARTER 2024 RESULTS

Toronto-Dominion Bank (TD Bank Group) has released its financial results for the first quarter ended Jan. 31, 2024. Reported earnings were $2.8 billion, up 79% compared with the first quarter last year, and adjusted earnings were $3.6 billion, down 12%.

FIRST QUARTER FINANCIAL HIGHLIGHTS, compared with the first quarter last year:

• Reported diluted earnings per share were $1.55, compared with $0.82.
• Adjusted diluted earnings per share were $2.00, compared with $2.23.
• Reported net income was $2,824 million, compared with $1,581 million.
• Adjusted net income was $3,637 million, compared with $4,154 million.

FIRST QUARTER ADJUSTMENTS (ITEMS OF NOTE)

• The first quarter reported earnings figures included the following items of note:
• Amortization of acquired intangibles of $94 million ($79 million after tax or 4 cents per share), compared with $54 million ($46 million after tax or 3 cents per share) in the first quarter last year.
• Acquisition and integration charges related to the Schwab transaction of $32 million ($26 million after tax or 2 cents per share), compared with $34 million ($28 million after tax or 2 cents per share) in the first quarter last year.
• Share of restructuring and other charges from investment in Schwab of $49 million (or 3 cents per share).
• Restructuring charges of $291 million ($213 million after tax or 12 cents per share).
• Acquisition and integration charges related to the Cowen acquisition of $117 million ($93 million after tax or 5 cents per share).
• Impact from the terminated FHN acquisition-related capital hedging strategy of $57 million ($43 million after tax or 2 cents per share).
• FDIC special assessment of $411 million ($310 million after tax or 17 cents per share).

"TD had a good start to the year, with revenue growth reflecting higher fee-income from our markets-driven businesses, including the contribution from TD Cowen, and higher volumes and deposit margins in the Canadian Personal and Commercial Bank," said Bharat Masrani, Group President and Chief Executive Officer, TD Bank Group. "Expense growth moderated from last quarter as we made progress on our restructuring initiatives, delivering efficiencies across the bank."

Canadian Personal and Commercial Banking delivered a strong quarter supported by volume growth and margin expansion

Canadian Personal and Commercial Banking net income was $1,785 million, an increase of 3% compared to the first quarter last year. The increase reflects revenue growth, partially offset by higher non-interest expenses and provisions for credit losses (PCL). Revenue was $4,884 million, an increase of 6%, reflecting 8% growth in net interest income driven by volume growth and margin expansion.

Canadian Personal and Commercial Banking delivered another strong quarter for New to Canada account openings and continued momentum in credit cards. TD launched the Low Rate Visa card, further enhancing its award-winning line up of credit cards. In addition, TD Auto Finance delivered strong performance in prime retail auto lending and accelerated acquisition of dealer relationships in its commercial business year-over-year. Small Business Banking helped over 165,000 clients conveniently repay or refinance Canada Emergency Business Account loans.

The U.S. Retail Bank delivered loan growth and operating momentum in a challenging environment

U.S. Retail reported net income of $907 million, a decrease of 43% (43% in U.S. dollars) compared with the first quarter last year. On an adjusted basis, net income was $1,217 million, a decline of 27% (27% in U.S. dollars). TD Bank's investment in The Charles Schwab Corporation ("Schwab") contributed $194 million in earnings, a decrease of 36% (35% in U.S. dollars) compared with the first quarter last year.

The U.S. Retail Bank, which excludes the bank's investment in Schwab, reported net income of $713 million (US$526 million), a decrease of 44% (45% in U.S. dollars) from the first quarter last year, primarily reflecting the Federal Deposit Insurance Corporation (FDIC) special assessment, lower revenue and higher PCL. On an adjusted basis net income was $1,023 million (US$752 million), a decrease of 25% (26% in U.S. dollars) from the first quarter last year.

The U.S. Retail Bank continued to deliver loan growth while maintaining its through-the-cycle underwriting standards, with total average loan balances up 9% compared with the first quarter last year and up 2% from last quarter. Average deposit volumes declined 9% year-over-year and 1% quarter-over-quarter. Excluding sweep deposits, total personal and business deposit average balances were down 2% year-over-year and flat quarter-over-quarter, reflecting competitive market conditions.

During the quarter, TD Bank, America's Most Convenient Bank(TM) (TD AMCB) announced a three-year US$20 billion Community Impact Plan to support lending, philanthropy, and banking access in diverse and underserved communities across its footprint. TD AMCB continued to deliver innovative solutions to small business clients with the launch of Tap to Pay on iPhone and Zelle for Small Business, offering enhanced convenience and payment functionality.

Wealth Management and Insurance delivered good performance reflecting the strength of its diversified businesses

Wealth Management and Insurance net income was $555 million, relatively flat compared with the first quarter last year, as positive top-line momentum was partially offset by higher insurance service expenses. This quarter's revenue growth of 8% reflected insurance premium growth and higher fee-based revenue in the asset management and advice-based businesses.

This quarter, Wealth Management and Insurance's investments in client-centric innovation continued to drive momentum and gain recognition.

TD Direct Investing ranked as the #1 Direct Investing Brokerage in Canada by the Globe and Mail for the second consecutive year. Eighteen mutual funds and ETFs managed by TD Asset Management received 2023 FundGrade A+ Awards by Fundata Canada Inc. for demonstrating strong risk-adjusted performance relative to industry peers, underscoring the expertise of the bank's investment teams.

Wholesale Banking delivered record revenue

Wholesale Banking reported net income for the quarter was $205 million, a decrease of $126 million compared with the first quarter last year, reflecting higher non-interest expenses which include integration-related costs of $117 million and a provision of $102 million taken in connection with the industry-wide U.S. record keeping matter, partially offset by higher revenues. On an adjusted basis, net income was $298 million, a decrease of $49 million or 14%. Revenue for the quarter was $1,780 million, an increase of $435 million, or 32%, compared with the first quarter last year, reflecting the segment's expanded capabilities from the inclusion of TD Cowen and strong performance across Global Markets and Corporate and Investment Banking.

This quarter, the Wholesale Bank continued to demonstrate its leadership in Environmental, Social, and Governance (ESG). TD Securities was joint lead manager on a 3-year (US$1.5 billion) Social Bond for the International Finance Corporation (IFC) to support low-income communities in emerging markets. The transaction represents IFC's largest social bond ever issued. TD Securities was also joint lead manager on a new (AUD$1.5 billion) Green Bond issued by KFW Development Bank, the issuer's largest ever transaction in the Australian market.

Continuing to innovate for customers

The bank continued to enhance TD Invent, its enterprise approach to innovation, including reaching a milestone with over 700 patents across Canada and the U.S. as of this quarter. For the third consecutive year, the bank was recognized by the Business Intelligence Group's annual BIG Innovation Awards, ranking highest in the Organization and Product categories for the TD Accessibility Adapter, a colleague-developed browser plug-in that helps to make online experiences more inclusive.

Capital

TD's Common Equity Tier 1 Capital ratio was 13.9%.

Conclusion

"Looking ahead, TD is well-positioned from both a capital and funding perspective, with the capacity to continue to invest in our business and return capital to shareholders," said Masrani. "I want to thank our more than 95,000 TD bankers who continue to deliver for our customers, communities, and shareholders."

SIGNIFICANT EVENTS

a) Restructuring Charges

The bank continued to undertake certain measures in the first quarter of 2024 to reduce its cost base and achieve greater efficiency. In connection with these measures, the bank incurred $291 million of restructuring charges which primarily relate to employee severance and other personnel-related costs and real estate optimization. The bank continues to expect to incur restructuring charges in the first half of calendar 2024 that are of a similar magnitude to the restructuring charges incurred in the fourth quarter of 2023.

b) Federal Deposit Insurance Corporation Special Assessment

On November 16, 2023, the FDIC announced a final rule that implements a special assessment to recover the losses to the Deposit Insurance Fund arising from the protection of uninsured depositors during the U.S. bank failures in the spring of 2023. The FDIC special assessment resulted in the recognition of $411 million (US$300 million) pre-tax in non-interest expenses in the first quarter of the bank's fiscal 2024. On February 23, 2024, the FDIC notified all institutions subject to the special assessment that its estimate of total losses has increased compared to the amount communicated with the final rule in November 2023. The FDIC plans to provide institutions subject to the special assessment an updated estimate with its first quarter 2024 special assessment invoice, to be released in June 2024. At this time, it is not known what the final FDIC special assessment will be, but the bank expects the FDIC special assessment to increase.

Access to Quarterly Results Materials

Interested investors, the media and others may view the first quarter earnings news release, results slides, supplementary financial information, and the Report to Shareholders on the TD Investor Relations website at www.td.com/investor/.

Quarterly Earnings Conference Call

TD Bank Group will host an earnings conference call in Toronto, Ontario on February 29, 2024. The call will be audio webcast live through TD's website at 8:30 a.m. ET. The call will feature presentations by TD executives on the bank's financial results for first quarter and discussions of related disclosures, followed by a question-and-answer period with analysts. The presentation material referenced during the call will be available on the TD website at www.td.com/investor on February 29, 2024, in advance of the call. A listen-only telephone line is available at 416-641-6150 or 1-866-696-5894 (toll free) and the passcode is 2727354#.

The audio webcast and presentations will be archived at www.td.com/investor. Replay of the teleconference will be available from 5:00 p.m. ET on February 29, 2024, until 11:59 p.m. ET on March 15, 2024, by calling 905-694-9451 or 1-800-408-3053 (toll free). The passcode is 7300743#.

Annual Meeting

Thursday, April 18, 2024

Toronto, Ontario

About Toronto-Dominion Bank

TD and its subsidiaries are collectively known as TD Bank Group. TD is the sixth-largest bank in North America by assets and serves over 27.5 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 Corp.; 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 on-line financial services firms, with more than 17 million active on-line and mobile customers. TD had $1.91-trillion in assets on Jan. 31, 2024. The bank trades under the symbol TD on the Toronto Stock Exchange and New York Stock Exchange.

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