Earnings Per Common Share

As described in Note 15, TD Bank disposed of all of its common shares of CSC during the first quarter of 2025, including its holdings of nonvoting common stock. As of February 12, 2025, the Company had no remaining nonvoting common stock outstanding.

For details regarding the computations of basic and diluted EPS for the periods presented below, see Item 8 – Note 25 in the 2025 Form 10-K.

EPS under the basic and diluted computations for the three months ended March 31, 2026 is as follows:


	Three Months Ended March 31,
	2026
Net income	$	2,479
Preferred stock dividends and other (1)	(82)
Net income available to common stockholders	$	2,397
Weighted-average common shares outstanding — basic	1,746
Common stock equivalent shares related to stock incentive plans	6
Weighted-average common shares outstanding — diluted (2)	1,752
Basic earnings per share	$	1.37
Diluted earnings per share	$	1.37

(1) Includes preferred stock dividends and undistributed earnings and dividends allocated to non-vested participating restricted stock units.

(2) Antidilutive stock options and restricted stock units excluded from the calculation of diluted EPS totaled 13 million for the three months ended March 31, 2026.

The computations of basic and diluted EPS for the three months ended March 31, 2025 are as follows:


	Three Months Ended March 31,
	2025
	Common Stock		Nonvoting Common Stock		Consolidated Common Stock
Basic earnings per share:
Numerator
Net income	$	1,891	$	18	$	1,909
Preferred stock dividends and other (1)	(112)		(1)		(113)
Net income available to common stockholders	$	1,779	$	17	$	1,796
Denominator
Weighted-average common shares outstanding — basic	1,794		51		1,817
Basic earnings per share	$	.99	$	.33	$	.99
Diluted earnings per share:
Numerator
Net income available to common stockholders	$	1,779	$	17	$	1,796
Reallocation of net income available to common stockholders as a result of conversion of nonvoting to voting shares	17		—		—
Allocation of net income available to common stockholders	$	1,796	$	17	$	1,796
Denominator
Weighted-average common shares outstanding — basic	1,794		51		1,817
Conversion of nonvoting shares to voting shares	23		—		—
Common stock equivalent shares related to stock incentive plans	5		—		5
Weighted-average common shares outstanding — diluted (2)	1,822		51		1,822
Diluted earnings per share	$	.99	$	.33	$	.99

(1) Includes preferred stock dividends and undistributed earnings and dividends allocated to non-vested restricted stock units.

(2) Antidilutive stock options and restricted stock units excluded from the calculation of diluted EPS totaled 14 million for the three months ended March 31, 2025.