TD Executive Officer to Exercise Options

TORONTO, June 3, 2014 /CNW/ - TD Bank Group (TD) announced today that Bharat Masrani, Chief Operating Officer, TD Bank Group, intends to exercise stock options for TD common shares that will expire in December 2014 (details regarding the expiring options are disclosed in TD's proxy circular). This exercise covers 21.2% of Mr. Masrani's outstanding options. Mr. Masrani intends to hold the shares he acquires, net of the number of shares required to be sold to generate cash sufficient to cover exercise costs and applicable taxes. Mr. Masrani has a share ownership requirement of six times his base salary, which he exceeds by a wide margin.

Mr. Masrani made the decision to exercise these options at this time due to TD's conservative trading policies that could prevent him from trading TD shares or exercising options for potentially long periods of time. Under these policies, trading is not permitted for at least six weeks prior to each quarterly release. From time to time, particular circumstances arise that further restrict trading and the combined effect can be a blackout for certain individuals for the better part of a year.

Under TD's policies and applicable securities rules, TD is required to announce by way of press release executives' intention to conduct any transaction in TD stock, including the exercise of stock options at least five business days in advance of the date of the transaction.

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 branches and serves over 22 million customers in three key businesses operating in a number of locations in financial centres around the globe: Canadian Retail, including TD Canada Trust, TD Auto Finance Canada, TD Wealth (Canada), TD Direct Investing, and TD Insurance; U.S. Retail, including TD Bank, America's Most Convenient Bank, TD Auto Finance U.S., TD Wealth (U.S.) and an investment in TD Ameritrade; and Wholesale Banking, including TD Securities. TD also ranks among the world's leading online financial services firms, with approximately 8 million active online and mobile customers. TD had CDN$896 billion in assets on April 30, 2014. The Toronto-Dominion Bank trades under the symbol "TD" on the Toronto and New York Stock Exchanges.

SOURCE: TD Bank Group

For further information:

Ali Duncan Martin 
Media Relations 
TD Bank Group
416-983-4412


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