TD Ameritrade 2019 Proxy and Annual Meeting of Stockholders

Stock Ownership and Related Information Stock Ownership of Certain Beneficial Owners and Management As of the Record Date, there were 561,142,554 shares of common stock issued and outstanding. The following table sets forth, as of the Record Date, the beneficial ownership of the Company’s common stock by each of the named executive officers, by current directors and nominees, by each person believed by the Company to beneficially own more than 5% of the Company’s common stock and by all current executive officers and directors of the Company as a group. Shares of common stock subject to options that are exercisable within 60 days of the Record Date are deemed beneficially owned by the person holding such options and are treated as outstanding for the purpose of computing the percentage of ownership of such person, but are not treated as outstanding for the purpose of computing the percentage of ownership of any other person. RSUs held by our directors and officers and PRSUs held by our officers are included below, but do not have voting rights until the units vest and the underlying shares are distributed. Deferred stock units held by our directors and officers are included below, but do not have voting rights until the underlying shares are distributed to the holder pursuant to his or her deferral election. The business address of each of the Company’s directors and executive officers is: TD Ameritrade Holding Corporation, 200 South 108 th Avenue, Omaha, Nebraska 68154. Name Number of Shares of Common Stock Percent of Shares of Common Stock Directors and Executive Officers Joseph H. Moglia, Chairman 125,000 * Tim Hockey, (1) President, CEO, Director 865,377 * Stephen J. Boyle, (2) Executive Vice President, CFO 182,450 * Peter J. DeSilva, (3) Executive Vice President, Retail Distribution 56,850 * Thomas A. Nally, (4) Executive Vice President, Institutional Services 182,336 * Steven M. Quirk, (5) Executive Vice President, Trading and Education 98,623 * Lorenzo A. Bettino, (6) Director 15,736 * V. Ann Hailey, (7) Director 9,685 * Brian M. Levitt, (8) Director 13,993 * Karen E. Maidment, (9) Director 67,811 * Bharat B. Masrani, Director — * Irene R. Miller, (10) Director 9,507 * Mark L. Mitchell, (11) Director 57,242 * Wilbur J. Prezzano, (12) Director 114,921 * Todd M. Ricketts, (13) Director 457,804 * Allan R. Tessler, (14) Director 74,998 * All Directors and Executive Officers as a group (15) (17 persons) 2,463,381 * TD Ameritrade 2019 Proxy Statement 49