TD Ameritrade 2019 Proxy and Annual Meeting of Stockholders

Executive Compensation and Related Information The peer group for fiscal year 2018 consisted of the following: Fiscal Year 2018 Peer Group Ameriprise Financial, Inc. Fifth Third Bancorp NASDAQ, Inc. Broadridge Financial Solutions, Inc. Franklin Resources, Inc. Northern Trust Corporation Charles Schwab Corporation Intercontinental Exchange, Inc. Raymond James Financial, Inc. CME Group Inc. Invesco, Ltd. T. Rowe Price Group, Inc. Comerica Incorporated Legg Mason, Inc. E*TRADE Financial Corporation LPL Financial Holdings Inc. For fiscal year 2018, the Compensation Committee was guided by the data collected on the above peer group in establishing the base salaries and target annual incentive amounts for our named executive officers. No changes to the companies comprising the peer group were made for fiscal year 2018 as compared to those for fiscal year 2017. For fiscal year 2019, the Committee requested that Semler Brossy conduct an independent review of the peer group. The criteria for reviewing and determining the companies comprising the peer group for fiscal year 2019 were industry, market capitalization, revenue, geography, organizational complexity and competition for talent. Based on this review, SEI Investments and Stifel Financial Corporation were added to the peer group and Comerica Incorporated and Fifth Third Bancorp were removed, effective November 2018. The Compensation Committee agreed with Semler Brossy’s assessment that the two companies that were removed, as regional banks, were not as well- aligned with the Company’s businesses; the two additions were chosen for having relatively stronger business alignment with the Company. As part its review, Semler Brossy also presented to the Compensation Committee the lists of companies comprising peer groups identified by proxy advisors with respect to the Company and public companies that include the Company in their peer groups. The peer group was updated as part of the process for considering the fiscal year 2019 executive compensation program. The peer group for fiscal year 2019 consists of the following: Fiscal Year 2019 Peer Group Ameriprise Financial, Inc. Intercontinental Exchange, Inc. Raymond James Financial, Inc. Broadridge Financial Solutions, Inc. Invesco, Ltd. SEI Investments Company Charles Schwab Corporation Legg Mason, Inc. Stifel Financial Corporation CME Group Inc. LPL Financial Holdings Inc. T. Rowe Price Group, Inc. E*TRADE Financial Corporation NASDAQ, Inc. Franklin Resources, Inc. Northern Trust Corporation 5. Elements of Compensation Target Total Compensation Target total annual compensation consists of: (1) base salary and (2) incentive compensation, which is comprised of cash and equity. Each of these elements of compensation, as well as the compensation package as a whole, is intended to enable the Company to remain competitive in attracting and retaining talented individuals. While base salaries are provided to reward executives on a day-to-day basis for their time and services, the incentive compensation links the executives’ compensation to the achievement of the Company’s business strategy and stockholders’ interests. For fiscal year 2018 compensation, these target total compensation levels were developed using market data from our peer group and other financial services compensation data obtained from human resources consulting firms, such as McLagan, Mercer and Willis Towers Watson. The market data considered as part of the competitive review reflect executive responsibilities that were similar to the responsibilities of our executive officers, where available. While the Compensation 24 TD Ameritrade 2019 Proxy Statement