Schwab (CHARLES) Corp. (The) SEC Filings

The Charles Schwab Corporation insider plans to sell common stock under Rule 144. A notice reports a proposed sale of 4,000 shares of Schwab common stock through The Charles Schwab Corporation as broker on the NYSE, with an aggregate market value of $414,020.00. The shares relate to a stock option exercise from the issuer on 12/23/2025. The notice also shows that the seller previously sold 3,072 shares of Schwab common stock on 11/12/2025 for gross proceeds of $301,056.00. Schwab had 1,776,936,770 shares of common stock outstanding at the time listed.

Charles Schwab Corp director reports option exercise and trust transfer. A company director exercised a nonqualified stock option for 1,922 shares of common stock at an exercise price of $31.98 per share on 12/16/2025, coded as transaction type “M”. Following this transaction, the director directly owned 6,660 shares of Charles Schwab common stock and indirectly held 97,959.7662 shares through a trust.

The explanation notes that the shares received upon exercise were contributed to a revocable trust and that the indirect holdings include 277.8338 shares acquired via dividend reinvestment. The option was originally granted under the Directors' Deferred Compensation Plan II and vested immediately, and after this exercise the report shows 0 derivative securities of this option remaining.

Charles Schwab Corp director reports share transfer

A director of Charles Schwab Corp (SCHW) reported a transaction in company stock dated 11/19/2025. The filing shows a transaction coded "G" for 8,372 shares of common stock at a price of $0, which typically indicates a gift or similar transfer for no consideration. After this transaction, the director reports beneficial ownership of 9,778.6867 shares held directly, 9,662.1247 shares held indirectly through an IRA, and 3,493.6468 shares held indirectly through a 401(k) plan.

The reported direct and indirect positions include shares acquired through dividend reinvestment: 40.3393 shares in the direct account, 27.3683 shares in the IRA, and 9.8959 shares in the 401(k). This Form 4 provides an updated snapshot of the director’s holdings in Schwab stock, distinguishing between direct ownership and retirement-related accounts.

Charles Schwab Corp (SCHW) reported an insider equity change involving its Chief Risk Officer. On 11/12/2025, the officer reported a Form 4 transaction coded "G" in common stock, indicating a gift or similar transfer. The filing shows 1,032.4013 shares of common stock disposed of at a stated price of $0, leaving 57,972.4846 shares beneficially owned directly after the transaction. The officer also reports an additional 2,374 shares held indirectly through an employee stock purchase plan (ESPP). The position includes 5.6553 shares that were acquired through dividend reinvestment, highlighting ongoing participation in Schwab equity programs.

Charles Schwab Corporation (SCHW)3,072 shares of common stock at $46.39 per share, then contributed those shares to a trust. That same day, the trust sold 3,072 shares of common stock at $98 per share under a pre-arranged Rule 10b5-1 trading plan adopted on May 28, 2025. Following these transactions, the executive directly owned 43,340 shares of Schwab common stock and the trust beneficially owned 11,923 shares, with 4,000 stock options remaining outstanding and held directly.

Charles Schwab Corp (SCHW) director reports a stock gift. A reporting person serving as a director transferred 8,680 shares of Charles Schwab common stock on 11/13/2025 in a transaction coded "G," which indicates a gift, at a stated price of $0 per share. After this transaction, the director reports beneficial ownership of 96,974.1605 shares held indirectly through a trust and an additional 8,073 shares held directly.

Charles Schwab Corp (SCHW) insider, a Director and Co‑Chairman, reported a gift of 52,500 shares of common stock on 11/12/2025 (transaction code G) at a stated price of $0. The shares were held indirectly by a trust.

After the transaction, the reporting person beneficially owned shares indirectly across entities: 56,119,454 by Trust, 30,641,981 by a Limited Partnership, 44,025 by 188 Corp, and 9,509,797.33 by Spouse as Trustee. The filing was made by one reporting person.

The Charles Schwab Corporation issued two tranches of senior unsecured debt, raising $2,000,000,000 in aggregate principal. The offering comprised $1,000,000,000 of 4.343% Fixed-to-Floating Rate Senior Notes due 2031 and $1,000,000,000 of 4.914% Fixed-to-Floating Rate Senior Notes due 2036. Net proceeds were approximately $1,986,000,000 after underwriting discounts and estimated expenses.

The Notes were issued under a new Senior Indenture and First Supplemental Indenture with The Bank of New York Mellon Trust Company, N.A. as trustee, and sold to underwriters led by BofA Securities, Citigroup, Goldman Sachs, J.P. Morgan, Morgan Stanley, and Wells Fargo pursuant to an effective S-3 shelf.

The Charles Schwab Corporation launched a primary debt offering of $2,000,000,000 in senior unsecured notes across two tranches. The 2031 notes carry a fixed rate of 4.343% until November 14, 2030, then float at compounded SOFR plus 0.940% to maturity on November 14, 2031. The 2036 notes carry a fixed rate of 4.914% until November 14, 2035, then float at compounded SOFR plus 1.230% to maturity on November 14, 2036.

The notes priced at 100% of principal with underwriting discounts of 0.350% (2031) and 0.450% (2036), yielding combined gross proceeds of $2,000,000,000 and proceeds to CSC of $1,992,000,000 before expenses. Net proceeds are expected to be about $1,986 million, intended for general corporate purposes, including repayment of maturing notes. The notes are senior unsecured obligations and may be redeemed at CSC’s option under specified terms.