SCHEDULE: TD Securities Discloses 4.6% Stake in GCT Semiconductor

TD Securities (USA) LLC has reported beneficial ownership of 4.6% of GCT Semiconductor Holding, Inc.'s common stock, primarily through exercisable warrants.

Summary

• TD Securities (USA) LLC (TDS) has filed a Schedule 13G, reporting beneficial ownership of 3,456,392 shares of GCT Semiconductor Holding, Inc. common stock.
• This ownership represents 4.6% of the class of securities outstanding as of December 31, 2025.
• The reported ownership includes 3,997 directly held shares and 3,452,395 shares issuable upon the exercise of warrants.
• These warrants have an exercise price of $11.50 per share and are currently exercisable.
• The filing is a joint filing by TDS, Toronto Dominion Holdings USA Inc. (TDH), TD Group US Holdings LLC (TD GUS), and Toronto Dominion Bank (TD Bank), with TDS being the direct owner.
• TDH, TD GUS, and TD Bank are deemed to have an indirect interest through their ownership of TDS, but disclaim beneficial ownership except to the extent of their pecuniary interest.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this filing as neutral; it's a standard disclosure of beneficial ownership and does not inherently signal positive or negative performance for the issuer, but rather the investor's position.

Positives

• TD Securities (USA) LLC holds a significant stake (4.6%) in GCT Semiconductor Holding, Inc., indicating investor confidence or strategic interest.
• The warrants are currently exercisable, providing a direct path to increased equity ownership.
• The filing is a routine disclosure, suggesting no immediate adverse events related to ownership structure.

Negatives

• The majority of the reported ownership (3,452,395 shares) is contingent upon the exercise of warrants, which requires additional capital outlay ($11.50 per share).
• The filing indicates that other entities within the TD group (TDH, TD GUS, TD Bank) disclaim beneficial ownership, limiting their direct commitment.

Risks

• The exercise of warrants is subject to market conditions and the company's performance, as the decision to exercise depends on the stock price exceeding the warrant exercise price plus any associated costs.
• Potential for increased share price volatility if the warrants are exercised and the shares are subsequently sold.
• The filing does not provide details on the specific strategy or purpose behind holding these warrants, leaving room for speculation about future actions.

Future Outlook

The filing does not contain forward-looking statements or guidance from GCT Semiconductor Holding, Inc. It solely reports on the beneficial ownership of TD Securities (USA) LLC.

Industry Context

StockSavvy.ai notes that Schedule 13G filings are common for institutional investors and financial entities acquiring significant stakes, often through derivative instruments like warrants. This filing indicates a notable position in the semiconductor sector, a highly competitive and technologically driven industry.

Stakeholder Impact

• Shareholders: The filing may lead to increased interest in the stock due to the significant stake held by a financial institution. The potential exercise of warrants could lead to dilution if not managed carefully by the company.
• Creditors: No direct impact is indicated, as the filing pertains to equity ownership.
• Employees: No direct impact is indicated.
• Suppliers/Customers: No direct impact is indicated.

Next Steps

• TD Securities (USA) LLC may choose to exercise its warrants, increasing its direct shareholding.
• The company's future performance will dictate the decision to exercise warrants and potentially influence future filings.

Key Dates

Keywords

GCT Semiconductor Holding, Inc., Schedule 13G, TD Securities, Beneficial Ownership, Warrants, Common Stock, SEC Filing, Investment, Equity