Toronto Dominion Bank 6-K, filed Apr 1, 2021
Toronto Dominion Bank (TD)
About this 6-K
Toronto Dominion Bank filed this 6-K on April 1, 2021.
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 April, 2021. | 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 √ |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXHIBIT INDEX
| Exhibit | Description | |
| 99.1 | April 1, 2021 – Annual Meeting of Common Shareholders – Voting Results |
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.
| THE TORONTO-DOMINION BANK | |||
| DATE: April 1, 2021 | By: | /s/ Caroline Cook | |
| Name: | Caroline Cook | ||
| Title: | Associate Vice President, Legal | ||
Exhibit 99.1
| ANNUAL MEETING OF COMMON SHAREHOLDERS | ||||||
| OF THE TORONTO-DOMINION BANK | ||||||
| THURSDAY, APRIL 1, 2021 - 9:30 A.M. (Eastern) | ||||||
| VOTING RESULTS: | ||||||
| This report on the voting results of the 165th annual meeting of common shareholders of The Toronto-Dominion Bank is made in accordance with section 11.3 of National Instrument 51-102 Continuous Disclosure Obligations. Full details of the matters for shareholder action can be viewed by accessing the Management Proxy Circular for the meeting at: https://www.td.com/document/PDF/investor/2021/E-2021-Proxy-Circular.pdf | ||||||
| The Directors of the Bank recommended that Shareholders vote FOR matters 1, 2 and 3 below: | ||||||
| 1 . | Election of Directors | |||||
| Each of the fourteen (14) nominees listed in the Management Proxy Circular were elected as directors of The Toronto-Dominion Bank. | ||||||
| Nominee | Votes For | % Votes | Votes Witheld | % Votes | ||
| For | Withheld | |||||
| Amy W. Brinkley | 944,689,158 | 99.5 | 5,202,380 | 0.5 | ||
| Brian C. Ferguson | 940,954,825 | 99.1 | 8,936,655 | 0.9 | ||
| Colleen A. Goggins | 945,756,925 | 99.6 | 4,134,555 | 0.4 | ||
| Jean-René Halde | 947,874,103 | 99.8 | 2,017,435 | 0.2 | ||
| David E. Kepler | 948,196,073 | 99.8 | 1,695,465 | 0.2 | ||
| Brian M. Levitt | 942,380,684 | 99.2 | 7,510,854 | 0.8 | ||
| Alan N. MacGibbon | 948,295,546 | 99.8 | 1,595,992 | 0.2 | ||
| Karen E. Maidment | 944,933,156 | 99.5 | 4,958,382 | 0.5 | ||
| Bharat B. Masrani | 945,483,016 | 99.5 | 4,408,522 | 0.5 | ||
| Irene R. Miller | 932,802,642 | 98.2 | 17,088,896 | 1.8 | ||
| Nadir H. Mohamed | 934,256,731 | 98.4 | 15,634,807 | 1.6 | ||
| Claude Mongeau | 948,498,806 | 99.9 | 1,392,732 | 0.1 | ||
| Joe Natale | 945,532,240 | 99.5 | 4,359,298 | 0.5 | ||
| S. Jane Rowe | 948,616,175 | 99.9 | 1,275,363 | 0.1 | ||
| 2 . | Appointment of Auditor | |||||
| The auditor listed in the Management Proxy Circular was appointed as auditor of The Toronto-Dominion Bank. | ||||||
| Votes For | % Votes For | Votes Withheld | % Votes Withheld | |||
| 965,419,825 | 99.2 | 7,533,060 | 0.8 | |||
| 3 . | Advisory vote on the approach to executive compensation | |||||
| Votes For | % Votes For | Votes Against | % Votes Against | |||
| 910,922,623 | 95.9 | 38,956,683 | 4.1 | |||
| The Directors of the Bank recommended that Shareholders vote AGAINST matters 4 and 5 below: | ||||||
| 4 . | Shareholder Proposal 1 - Circular Economy | |||||
| Votes For | % Votes For | Votes Against | % Votes Against | |||
| 80,881,608 | 8.5 | 866,561,587 | 91.5 | |||
| Votes Abstained* | ||||||
| 2,432,503 | ||||||
| 5 . | Shareholder Proposal 2 - Diversity Target | |||||
| Votes For | % Votes For | Votes Against | % Votes Against | |||
| 73,078,862 | 7.7 | 872,426,856 | 92.3 | |||
| Votes Abstained* | ||||||
| 4,385,541 | ||||||
| * An abstention is counted as present for quorum purposes, but is not counted as a vote cast in determining whether the requisite majority of votes cast has approved each shareholder proposal. | ||||||
| Anyone wishing additional information on the vote results may contact TD Shareholder Relations at (416) 944-6367 or toll-free at 1-866-756-8936 or by email at tdshinfo@td.com. | ||||||