UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 13)*

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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Item 1: Security and Issuer

This Amendment No. 13 hereby amends and supplements the statement of beneficial ownership on Schedule 13D relating to the common stock, $0.01 par value per share (the “Issuer Common Stock”) of TD Ameritrade Holding Corporation, a Delaware corporation (the “Issuer”), initially filed on January 25, 2006, as amended by Amendment No. 1 thereto filed on February 24, 2006, Amendment No. 2 thereto filed on April 14, 2006, Amendment No. 3 thereto filed on May 5, 2006, Amendment No. 4 thereto filed on May 11, 2006, Amendment No. 5 thereto filed on May 19, 2006, Amendment No. 6 thereto filed on May 26, 2006, Amendment No. 7 thereto filed on September 14, 2006, Amendment No. 8 thereto filed on February 5, 2009, Amendment No. 9 thereto filed on August 13, 2010, Amendment No. 10 thereto filed on January 20, 2011, Amendment No. 11 thereto filed on February 10, 2011 and Amendment No. 12 thereto filed on February 24, 2011 (as amended, and as it may be further amended from time to time, this “Statement”), by the Reporting Persons (as defined in Item 2 hereof) with respect to the items set forth below. Unless otherwise indicated herein, capitalized terms used and not defined in this Amendment No. 13 shall have the respective meanings herein as are ascribed to such terms in the Statement.

Item 2: Identity and Background

Item 2 of the Statement is hereby amended and restated in its entirety (other than with respect to Schedule I to the Statement, which is amended and supplemented as provided for in this Amendment No. 13) as follows:

This Statement is being filed by The Toronto-Dominion Bank, a Canadian chartered bank (“TD”) and TD Luxembourg International Holdings S.a.r.l., a private limited liability company existing under the laws of Luxembourg and a wholly-owned subsidiary of TD (“TD LIH” and together with TD, the “TD Entities” or the “Reporting Persons”). TD and its subsidiaries are principally engaged in the business of personal, commercial and wholesale banking and wealth management. The principal executive office of TD is located at Toronto-Dominion Centre, P.O. Box 1, Toronto, Ontario, Canada M5K IA2 and the principal executive office of TD LIH is located at 46A, Avenue J. F. Kennedy, First Floor, L-2958 Luxembourg, Grand-Duchy of Luxembourg.

The name, business address, citizenship and present principal occupation or employment of each director and executive officer of each of the TD Entities and the name and principal business and address of any corporation or other organization in which such employment is conducted are set forth in Schedule I hereto and are incorporated by reference herein.

During the last five years, none of the TD Entities or, to the knowledge of the TD Entities, any of their respective executive officers or directors named in Schedule I hereto has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 5: Interest in Securities of the Issuer

Item 5(a), (b) and (c) of the Statement is hereby amended and supplemented by the following:

(a) and (b). As of November 2, 2011, TD LIH is the record and beneficial owner of 247,419,287 shares of Issuer Common Stock, representing approximately 43.76% of the outstanding shares of Issuer Common Stock (based on the number of shares of Issuer Common Stock outstanding as of July 29, 2011 as reported by the Issuer). TD controls TD LIH and accordingly beneficially owns the shares of Issuer Common Stock held by such entity.

Except for Mr. Clark, Mr. Bragg, Ms. Maidment and Mr. Prezzano, as of November 2, 2011, none of the individuals listed on Schedule I beneficially owned any shares of Issuer Common Stock. As of November 2, 2011, Mr. Clark beneficially owned 6,000 shares of Issuer Common Stock; Mr. Bragg beneficially owned 113,000 shares of Issuer Common Stock; Ms. Maidment beneficially owned 16,622 shares of Issuer Common Stock and Mr. Prezzano beneficially owned 72,703 shares of Issuer Common Stock.

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Based on the provisions relating to voting agreements and (except with respect to the Ricketts Grandchildren Trust) the grant of proxies contained in the Stockholders Agreement, the TD Entities may be deemed to share voting power over the shares beneficially owned by the Ricketts Parties. Based on information available in public filings, the Ricketts Parties for whom ownership information is publicly available are estimated to beneficially own, in the aggregate, approximately 80.9 million shares of Issuer Common Stock, representing approximately 14.31% of the outstanding shares of Issuer Common Stock (based on the number of shares of Issuer Common Stock outstanding as of July 29, 2011 as reported by the Issuer). The TD Entities disclaim beneficial ownership of all shares held by the Ricketts Parties. The number of shares reported as held by the TD Entities does not include shares held by the Ricketts Parties. However, as described in Item 6 of the Statement, the TD Entities and the Ricketts Parties acknowledge that they constitute a “group,” for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”), with respect to the Issuer.

All information contained in the Statement relating to the Ricketts Parties is based on information provided in, and solely with respect to the Ricketts Parties for whom ownership information is reported in, the public filings of the Issuer. While the TD Entities have no reason to believe that such information is inaccurate or incomplete, the TD Entities do not assume any responsibility for the accuracy or completeness of such information.

(c) None of the TD Entities nor, to the best of the TD Entities’ knowledge, any of the individuals named in Schedule I hereto, has engaged in any transaction in shares of Issuer Common Stock in the last 60 days.

Item 6: Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6 of the Statement is hereby amended and supplemented by the following:

As of October 31, 2011, the Issuer entered into Amendment No. 4 to the Stockholders Agreement (“Amendment No. 4”), dated as of June 22, 2005, among the Issuer, TD LIH, TD and the Ricketts Parties. Under Amendment No. 4, in the event that a reduction in TD’s ownership of outstanding common stock of the Issuer is required under the terms of the Stockholders Agreement as a result of repurchases of common stock of the Issuer by the Issuer pursuant to the repurchase of up to 30 million shares authorized by the Issuer’s board of directors on October 20, 2011: (i) TD has until January 24, 2014 to take all actions reasonably necessary to effect such reduction; (ii) TD is required to take all actions reasonably necessary to commence any such reduction of its ownership in the Issuer’s common stock and then continue such reduction for so long as such reduction can be executed at a price per share equal to or greater than TD’s then-applicable average carrying value per share of Issuer common stock; and (iii) in connection with such authorized stock repurchases by the Issuer, TD’s ownership interest in the Issuer will not exceed 48% of the outstanding common stock of the Issuer. In order to comply with their obligations under Amendment No. 4, TD and TD LIH expect to sell shares of Issuer Common Stock as appropriate to comply with Amendment No. 4, subject to market conditions, the price limitations specified in Amendment No. 4, compliance with applicable law and the Stockholders Agreement and other factors. Amendment No. 4 terminates on the earlier of January 24, 2014 or the termination of the Stockholders Agreement in accordance with its terms. Under the Stockholders Agreement, TD is permitted to exercise voting rights only with respect to 45% of the outstanding common stock of the Issuer (to the extent such shares are subject to the terms of the Stockholders Agreement).

While the TD Entities believe this description covers the material terms of Amendment No. 4, it is qualified in its entirety by reference to Amendment No. 4, a copy of which is included as Exhibit 13 of this Statement and incorporated herein by reference.

Item 7: Material to be Filed as Exhibits

Item 7 of the Statement is hereby supplemented as follows:

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SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: November 8, 2011

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SCHEDULE I

INFORMATION RELATING TO THE DIRECTORS AND EXECUTIVE OFFICERS

OF THE TD ENTITIES

Schedule I to the Schedule 13D Filing is hereby amended and restated as follows:

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EXHIBIT 13

Execution Version

AMENDMENT NO. 4 TO STOCKHOLDERS AGREEMENT

This AMENDMENT NO. 4 TO STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of October 31, 2011 by and among TD Ameritrade Holding Corporation (the “Company”), the stockholders of the Company listed on the signature pages hereto under the heading “R Parties” (collectively, the “R Parties”), The Toronto-Dominion Bank, a Canadian chartered bank (“TD Bank”), TD Luxembourg International Holdings, a Luxembourg société à responsabilité limitée (private limited liability company), with a share capital of USD 24,000, having its registered office at 46A, Avenue John F. Kennedy, L-2958 Luxembourg, Grand-Duchy of Luxembourg and registered with the Luxembourg Registre de Commerce et des Sociétés (Trade and Companies Register) under number B 154.812 and a direct, wholly-owned subsidiary of TD Bank (“TD Lux” and, together with TD Bank, “TD”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Stockholders Agreement (defined below).

RECITALS

WHEREAS, the Company, the R Parties and TD Bank are parties to that certain Stockholders Agreement, dated as of June 22, 2005, as amended (the “Stockholders Agreement”);

WHEREAS, TD Lux has become an owner of record of shares of Common Stock;

WHEREAS Section 2.1(c) of the Stockholders Agreement requires TD and the R Parties to reduce the number of Voting Securities Beneficially Owned by such persons under certain circumstances;

WHEREAS, on October 20, 2011, the Company’s board of directors authorized the Company to repurchase up to an additional 30 million shares of Common Stock (the “Repurchase Plan”); and

WHEREAS, each of TD, the R Parties and the Company agree that TD shall effect the reduction, if any, required by Section 2.1(c) of the Stockholders Agreement to the extent (and only to the extent) such reduction is required as a result of the Repurchase Plan in accordance with terms of this Agreement.

NOW THEREFORE, in consideration of the foregoing and of the covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound thereby, the parties hereto agree as follows.

ARTICLE I

AMENDMENT

SECTION 1.1. The parties agree that any requirement that TD reduce, pursuant to Section 2.1(c) of the Stockholders Agreement, as soon as reasonably practicable the number of Voting Securities Beneficially Owned, to the extent (and only to the extent) such reduction is necessary as a result of repurchases of Common Stock by the Company pursuant to the

Repurchase Plan, is hereby amended and replaced as set forth in this Section 1.1. TD shall take all actions reasonably necessary to cause any such reduction to be (a) completed by January 24, 2014 and (b) commenced at any time that, and then continued for so long as, such reduction can be accomplished by means of sales executed at a price per share equal to or greater than TD’s then-applicable U.S. dollar-denominated average carrying value per share of Voting Securities Beneficially Owned. In no event shall TD, as a result of the Repurchase Plan, Beneficially Own Voting Securities in excess of 48% of the Total Voting Power. Notwithstanding anything in this Agreement to the contrary, it is agreed and understood that (i) the implementation of a written plan complying with Rule 10b5-1(c) under the Exchange Act and Rule 144 under the Securities Act (applicable to sales of securities by Affiliates of an issuer), with no other limitations, except for the price limitation set forth in clause (b) above, shall satisfy the requirements of clause (b) above for so long as such plan is in place, which method of sales will in no event affect the obligation of TD to complete its requirement in this Section 1.1 by January 24, 2014 and (ii) no reduction required pursuant to this Section 1.1 shall require TD to (A) incur liability under Section 16(b) of the Exchange Act or (B) Transfer Voting Securities during a period in which (x) the Company has imposed trading restrictions on Directors or other Affiliates of the Company or (y) the general counsel of the Company has determined that the Company or TD is in possession of material nonpublic information relating to the Company.

Except as set forth in the prior paragraph, all provisions of Section 2.1(c) of the Stockholders Agreement shall remain in full force and effect, including, without limitation, the provision whereby TD shall not, and shall not cause any of its Affiliates to, exercise any voting rights in respect of any Voting Securities Beneficially Owned by such Person to the extent such Voting Securities exceed the TD Ownership Limitation Percentage (including, for the avoidance of doubt, any Voting Securities that are the subject of this Agreement), or alternatively, upon the request of the Company, shall cause such shares in excess of the TD Ownership Limitation Percentage to be voted, on any matter submitted to the holders of the Common Stock for a vote, in the same proportions as the votes cast by all holders of Common Stock other than TD, the R Parties and their respective Affiliates, and nothing in this Agreement shall in any way increase the TD Ownership Limitation Percentage. TD shall provide to the Company and the R Parties, on an ongoing and confidential basis, information in order to assess compliance with this Section 1.1 as may from time to time reasonably be requested by such persons.

SECTION 1.2. Termination of Amendment. The provisions of Section 1.1 of this Agreement shall terminate without any further action by any of the parties hereto and shall have no further force and effect on the earlier of January 24, 2014 or the termination of the Stockholders Agreement in accordance with the terms thereof.

ARTICLE II

MISCELLANEOUS

SECTION 2.1. Continued Effect of Original Agreement. As modified hereby, the Stockholders Agreement is hereby ratified and confirmed and agreed to by all of the parties hereto and continues in full force and effect. For greater certainty, all of the provisions of that certain Amendment No. 3 to Stockholders Agreement made and entered into as of August 6, 2010 by and among the parties with respect to the plan to repurchase up to 30 million shares of

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Common Stock authorized by the Company’s board of directors on August 5, 2010, which plan has not yet been completed on the date hereof, shall remain in full force and effect. All references in the Stockholders Agreement to the “Agreement” shall be read as references to the Stockholders Agreement as modified by this Agreement and as it may be further amended, supplemented, restated or otherwise modified from time to time.

SECTION 2.2. Counterparts. This Agreement may be executed by facsimile in separate counterparts each of which shall be an original and all of which taken together shall constitute one and the same agreement.

SECTION 2.3. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware (except to the extent that mandatory provisions of federal law are applicable), without giving effect to the principles of conflicts of law, and shall be binding upon the successors and assigns of the parties.

[signature page follows]

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date set forth in the first paragraph hereof.